Terms of Use
Introduction
These Terms of Use (the “Terms”) govern your access to and use of our websites (ae21.com; ae21online.com; ae21online.docebosaas.com; and any associated websites or subdomains; and any other associated intellectual property (collectively, the “Platform”), and associated content, features, and services provided on, in, or as directed to by the Platform (collectively, the “Service”).
The Platform and the Service is administered and maintained by AE21 Incorporated, a Florida corporation (“AE21”). The terms “we”, “us” and “our” also refer to AE21. The term “you” refers to the person using or visiting the Platform.
Please read these Terms carefully. They contain important information regarding your legal rights, including limitations on AE21’s and certain third parties’ liability, disclaimers of warranties and a submission to jurisdiction. Each time you access the Service by any means (for example, through the Internet or on a mobile device), you irrevocably agree to comply with the version of the Terms posted on the Platform at the time you access the Platform. Your continued use of the Platform or the Service constitutes your agreement to these Terms. If you do not agree to these Terms, you may not use the Platform or the Service.
Eligibility
To access or use the Service, you must be at least of legal age in your respective jurisdiction. The Service is strictly for your personal, non-commercial use unless you enter into a separate agreement with us for your commercial use. You must not use the Service if we have terminated any account of yours or banned you from use of the Platform or the Service.
Account
You would need to sign up for an account with AE21 (“Account”) and become a customer in order to use some parts of the Service. If you sign up for an account and become a customer, you are subject not only to these Terms of Use but also to any additional Terms of Service provided at the time you become a customer or thereafter.
You are solely responsible for all activities under your Account. We will not be responsible in any way if your password and/or Account are misappropriated or used by a third party. You therefore agree to keep your password secure and keep your account information up-to-date at all times.
Unless expressly permitted by AE21 and subject to the Terms and any other additional terms as AE21 solely and absolutely determines, you shall not set up multiple Accounts. You shall not lend, transfer or sell your Account or Account information to another party and must not use another user’s Account without their written permission.
AE21 may contact you on the email address provided in your Account registration. You will not be able to opt out from such communications, and you shall take the responsibility to ensure that your email address is up-to-date. If you missed any communications due to an inaccurate, outdated, or incomplete email address, AE21 will not be liable for any losses or damages caused by you missing the communication.
License
You must only use the Service as expressly permitted by these Terms. All rights not expressly granted to you are reserved by AE21, its third-party providers and other respective owners, if any.
AE21 provides content through the Service that is copyrighted and/or trademarked work of AE21 or AE21’s third-party licensors and suppliers (collectively, the “Content”). For clarity, Content shall include all such content accessed by you at any time. You acknowledge that the Service has been developed, compiled, prepared, revised, selected and arranged by AE21 and such third parties through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort and money and constitutes valuable intellectual property of AE21 and such others. Accordingly, you shall protect the proprietary rights of AE21 and all others having rights in the Service during and after the term of these Terms and comply with all written requests made by AE21 to protect its and others’ contractual, statutory, and common law rights in the Service.
Subject to these Terms, and your compliance with these Terms, AE21 hereby grants you a limited, personal, non-exclusive, non-sub-licensable and non-transferable license to use the Content and to use this Service, in each case solely for your use as a customer of AE21. You agree not to use the Service or any of the Content for any other commercial or personal purpose. Except for the foregoing license, you have no other rights to the Service or any Content, and you may not modify, edit, copy, distribute, reproduce, publish, display, perform, license, sell, rent, lease, loan, create derivative works of, create any index, reverse engineer, alter, enhance, provide access to or in any way exploit the Service or the Content in any manner.
If you breach any of these Terms, the above license will terminate automatically.
Prohibited Activities
You agree that you will not:
Copy, modify or create derivative works of the Service or any Content;
Copy, manipulate or aggregate any Content (including data) for the purpose of making it available to any third party;
Trade, sell, rent, loan, lease or license any Content or access to the Service, whether commercially or free of charge;
Use or introduce to the Service any data mining, crawling, “scraping”, robot or similar automated or data gathering or extraction method, or manually access, acquire, monitor or copy any portion of the Service, or download or store Content (unless expressly authorized by AE21).
Make excessive requests for information or take any action that interferes with, disrupts or imposes an undue burden on the Service or any server or network connected to the Service or negatively affects the quality or availability of any Content, or speed or functionality of the Service;
Introduce a virus, Trojan horse, worm, time bomb or other malware to the Service or the Platform, or use any device, software or routine to bypass any software or hardware that prohibits volume requests for information;
Violate, bypass or circumvent any security measure intended to limit or prevent access to the Platform, Content or Service; or
Otherwise attempt to gain unauthorized access to the Service, any Content or to any computer systems or networks connected to the Service or any AE21 server, whether through hacking, password mining, unauthorized use of another’s password/credentials or any other means;
Restrict, inhibit or interfere with use of the Service by any other user (including by hacking or defacing the Platform);
Introduce or otherwise distribute through the Platform any computer program that damages, interferes with, intercepts, collects, releases or discloses any system, data or personal information of ours or any third party;
Make use of any of our trademarks, service marks, trade names or logos or those of any third party displayed on the Platform, unless you are a Client with an Account, and only then subject to and to the extent of the uses described in your Services Agreement and any specific instructions received from AE21;
Modify or remove any copyright or other proprietary notice in the Content;
Use the Website, Content or Service for or in connection with any activity that (i) violates any applicable law, statute, ordinance or regulation or (ii) involves proceeds of any unlawful or illegal activity.
Additionally, you acknowledge and agree that you (and not AE21) are solely responsible for obtaining and maintaining all telecommunications, broadband, and computer hardware, equipment, software and services needed for you to access and use the Service, and paying all charges related thereto.
Ownership and Intellectual Property
Subject to these Terms, you may view, print and make copies of Content for your own personal use. You shall not, copy, reproduce, download, “screen scrape”, store, transmit, broadcast, publish, modify, create a derivative work from, display, perform, distribute, redistribute, sell, license, rent, lease or otherwise use, transfer (either in printed, electronic or other format) or exploit any Content, in whole or in part, in any way that does not comply with these Terms without our prior written permission from AE21.
As between AE21 and you, all Content is owned or controlled by AE21. AE21, its logo, and, except as noted below, all other product or service names or slogans displayed on the Service are registered and/or common law trademarks of AE21 or its suppliers or licensors and may not be copied, imitated, or used, in whole or in part, without the prior written permission of AE21 or the applicable trademark holder. In addition, the look and feel of the Service, including all page headers, custom graphics, button icons, and scripts, is the service mark, trademark, and/or trade dress of AE21 and may not be copied, imitated, or used, in whole or in part, without the prior written permission of AE21. All other trademarks, registered trademarks, product names, and company names or logos mentioned in the Service are the property of their respective owners. Reference to any products, services, processes, or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by AE21.
Nothing contained in these Terms grants you any interest in any of AE21’s or any third-party’s intellectual property.
The use or misuse of AE21’s trademarks or other intellectual property, except as expressly permitted by these Terms, is prohibited. You shall promptly notify AE21 if you know or suspect that any of AE21’s or its providers’ intellectual property rights has been violated or infringed.
“AE21” and all related logos, trademarks, service marks and trade names are solely the property of AE21. The absence of a name, logo or other mark herein does not constitute a waiver of any and all intellectual property rights that AE21 has established. Other trademarks, names or logos used on the Website are property of their respective owners. You are not authorized to use any of the foregoing.
You acknowledge that AE21 and/or its providers own the copyright in and to all Content under the applicable laws (including copyright laws and other intellectual property laws), and have reserved all rights in and to such Content.
Disclaimers and Limitation of Liability
THE SERVICE AND THE CONTENT PUBLISHED WITHIN THE SERVICE MAY INCLUDE INACCURACIES OR ERRORS. AE21 DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS, TIMELINESS, SECURITY, AVAILABILITY OR INTEGRITY OF THE SERVICE OR ANY CONTENT, AND DISCLAIMS ALL LIABILITY FOR ANY ERRORS OR OTHER INACCURACIES RELATING TO THE SERVICE OR THE CONTENT. AE21 MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE SERVICE OR ANY CONTENT, OR THAT THE SERVICE OR CONTENT WILL BE UNINTERRUPTED OR OPERATE IN COMBINATION WITH ANY SOFTWARE, SERVICE, SYSTEM OR OTHER DATA OR INFORMATION. THE SERVICE AND ALL CONTENT ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. AE21 DISCLAIMS ALL WARRANTIES AND CONDITIONS THAT THIS SERVICE, ITS SERVERS, OR ANY EMAIL OR ELECTRONIC MESSAGE SENT FROM AE21, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. AE21 HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE SERVICE AND THE CONTENT, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AE21 ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF ANY CONTENT; (II) PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.
IN NO EVENT SHALL AE21 (AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, AGENTS, AND AFFILIATES) BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOST PROFITS, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, YOUR ACCESS TO OR USE OF THE SERVICE OR WITH THE DELAY OR INABILITY TO ACCESS, DISPLAY, OR USE THE SERVICE; ANY COMPUTER VIRUSES, INFORMATION, SOFTWARE, LINKED SERVICES, PRODUCTS, AND SERVICES OBTAINED THROUGH THE SERVICE; OR OTHERWISE ARISING OUT OF THE ACCESS TO OR USE OF THE SERVICE WHETHER BASED ON A THEORY OF NEGLIGENCE, CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF AE21 HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL AE21 (AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, AGENTS, AND AFFILIATES) BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN EXCESS OF US$100.00. THE LIMITATION OF LIABILITY REFLECTS THE ALLOCATION OF RISK BETWEEN THE PARTIES. THE LIMITATIONS SPECIFIED IN THIS SECTION WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THESE TERMS IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
Indemnification
Except to the extent prohibited under applicable law, you shall indemnify, defend and hold harmless AE21 and its members, managers, directors, officers, employees, partners, consultants, contractors, service providers, agents, affiliates, successors and assigns from and against any and all suits, actions, proceedings and claims by third parties (whether threatened or actual), and all losses, liabilities, damages, judgments, costs and expenses (including reasonable legal fees) arising out of, relating to or in connection with: (i) your use (or misuse) of and access to the Service or Content; (ii) your violation of any of these Terms; (iii) your violation of any applicable law, rule or regulation; (d) any claim that any information provided by you to AE21 in connection with the Platform, including the Content, caused damage to, infringed upon, misappropriated or otherwise violated the rights of any third party, including infringement, misappropriation or other violation of third-party intellectual property rights, or violation of any right of privacy or publicity; and/or (iv) any dispute that you have with any third party relating to or in connection with the Service or Content. AE21 reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with AE21 in asserting any available defenses and in the conduct of such defense.
Third Party Websites
The Service may contain links to third-party websites. Your use of all links to third-party websites is at your own risk. AE21 Incorporated is not responsible for the content, policies, or practices of third-party websites. We do not monitor or have any control over, and make no claim or representation regarding third-party websites. To the extent such links are provided by us, they are provided only as a convenience, and a link to a third-party websites does not imply our endorsement, adoption or sponsorship of, or affiliation with, such third-party websites.
When you leave the Platform, whether via a link contained on the Platform or through the use of your web browser, mobile device or other navigational tool, the information you view is not provided by us. Our terms and policies do not govern your use of third-party websites. You are subject to the terms and policies of third-party websites when you leave the platform. We are not responsible for, have no control over and do not monitor or review the content of any other website. A link to a third-party website does not imply sponsorship, approval, affiliation or endorsement by AE21 of the linked third-party website or of that third party’s products or services.
YOU AGREE THAT AE21 WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, INFORMATION, RESOURCES AND/OR CONTENT AVAILABLE ON OR THROUGH ANY THIRD-PARTY WEBSITE OR SERVICES, FOR ANY DEALINGS OR COMMUNICATIONS YOU MAY HAVE WITH THIRD PARTIES, OR FOR ANY HARM, DAMAGES OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH ANY OF THE FOREGOING OR YOUR USE OF OR RELIANCE ON THE MATERIALS OR THE CONTENT OR BUSINESS PRACTICES OF ANY THIRD PARTY.
Modification of the Website
At any time and in AE21’s sole and absolute discretion, AE21 may (in whole or in part) modify, suspend or discontinue the Service and/or any Content without prior notice, for any reason whatsoever. We shall have no liability to you or to any third party for any such modification, suspension or discontinuance.
Changes to these Terms
We may revise these Terms from time to time, without prior notice. You are bound by any changes to these Terms upon our posting of such changes on the Service. You should check these Terms often to make certain that you are aware of the most current Terms.
Enforcement
The remedies available to AE21 in these Terms are cumulative and in addition to any others available to AE21. AE21 may seek all remedies available to it at law and in equity for any violation of these Terms. AE21 may suspend, terminate or block your access to the Service (in whole or in part) for any violation or suspected violation as we determine, without notice to you. Your violation of these Terms shall be considered a breach of contract.
We reserve the right, but do not assume any obligation, to investigate any suspected violation of these Terms or any misuse of the Service. You are required to cooperate with any such investigations. In addition, we further reserve the right to report any activity, data or persons to, and otherwise cooperate with: (i) law enforcement authorities; (ii) system administrators at Internet service providers, networks or computing facilities; and (iii) providers and/or third-party vendors if we suspect that you have violated these Terms or any law, rule or regulation. You acknowledge that such reporting or cooperation may include, without limitation, providing information relating to you and/or your use of the Service, including without limitation your email address, IP address or other identifying information, to law enforcement authorities, financial regulators, third-party providers, vendors or system administrators. Further, we may disclose any information we think necessary to comply with applicable law, regulation, subpoena or other legal process or governmental or regulatory request.
Governing Law; Submission to Jurisdiction
These Terms and any and all claims, disputes or other legal proceedings by or between you and us, including but not limited to any claims or disputes that are in any way related to or arising out of these Terms or your use of or access to the Service, shall be governed by and construed in accordance with U.S. federal law and the laws of Florida, without regard to any principles of conflicts of law. You agree that any action arising out of, relating to or in connection with the Service, and/or these Terms shall be litigated solely in a state or federal court of competent jurisdiction located in Florida, and you further irrevocably submit to the exclusive jurisdiction of such court and waive any objection to jurisdiction and venue (including on the basis of forum non-conveniens).
You acknowledge that any breach of either of the sections above titled “Prohibited Activities” or “Ownership and Intellectual Property” would cause immediate and irreparable harm to AE21, for which monetary damages would not be sufficient, and that, in addition to all other remedies available to AE21 at law or in equity, AE21 shall be entitled to seek injunctive relief without proof of damages or the posting of bond or other security in the event of such a breach or threatened breach.
General
These Terms (and any other terms or agreements referenced herein), constitute the entire agreement between you and AE21 relating to your use of the Service and supersede all prior or contemporaneous communications, whether electronic, oral or written, between you and AE21 with respect to the Service. A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
You agree that no joint venture, agency, partnership, or employment relationship exists between you and AE21 and/or its affiliates as a result of these Terms or use of the Service.
In no event shall AE21 be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, pandemics, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services.
Our performance under these Terms is subject to existing laws and legal process, and nothing contained in these Terms limits our right to comply with law enforcement or other governmental or legal requests or requirements relating to your use of the Service or information provided to, or gathered by, us with respect to such use. To the extent allowed by applicable law, you agree that you will bring any claim or cause of action arising from or relating to your access or use of this Service within two (2) years from the date on which such claim or action arose or accrued or such claim or cause of action will be irrevocably waived.
These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by AE21 without restriction. Any attempted transfer or assignment by you in violation hereof shall be null and void.
If any provision of these Terms, including, but not limited to, the warranty disclaimers and limitations of liability set forth above, is determined to be invalid or unenforceable under applicable law, the invalid or unenforceable provisions in these Terms shall be deemed superseded by valid and enforceable provisions that, to the extent possible, fulfil the business purposes and intent of such invalid and unenforceable provisions.
In addition to and without limiting the preceding paragraph, some jurisdictions may provide rights in addition to those provided in the above “Disclaimers and Limitation of Liability” section or do not allow the exclusion or limitation of implied warranties or liability for incidental or consequential damages. Therefore, the limitations set forth in the above Disclaimer and Limitation of Liability section may not apply to you in whole or in part or there may be state or country specific provisions that supersede such limitations in whole or in part. Any provision of the above Disclaimer and Limitation of Liability section that is declared invalid shall be deemed severable and shall not affect the validity or enforceability of the remainder.
Any heading or section title contained herein is for convenience of reference only and shall not affect the meaning or interpretation of these Terms. The terms “include” and “including” are deemed to include the phrase “without limitation” immediately thereafter.
Unless expressly provided to the contrary in these Terms, a person who is not a party to these Terms has no rights at law and in equity to enforce or enjoy the benefit of any term in these Terms.
