Please read these ARdictive Terms of Service (“Terms”) carefully as they identify terms regarding your use of our products, and they form a contract between you and ARdictive s.a.s. (“ARdictive”) that governs your access and use of (a) this website (“Site”), (b) services available through the Site (“Web Apps”), and (c) software that may be downloaded to your mobile device (“Mobile Apps”) (collectively, the “Services”).
By accessing or using the Services, you agree that you have read, understand, and agree to be bound by these Terms, as amended from time to time. If you do not agree to be bound by these Terms, you may not access or use the Services. If you are using the Services on behalf of an organization, you are agreeing to these Terms for that organization and promising ARdictive that you have the authority to bind that organization to these Terms (in which event, “you” and “your” will refer to that organization) unless that organization has a separate paid contract in effect with ARdictive, in which event the terms of that contract will govern your use of the Services.
No Warranties and Limited Liability; Arbitration: These Terms provide you with certain legal rights, but you may have other, additional legal rights, which vary from jurisdiction to jurisdiction. Please note that ARdictive doesn't provide warranties for the Services, and these Terms limit our liability to you. Please see Sections 19 and 21 for details. Some jurisdictions do not permit the exclusion of implied warranties or the exclusion or limitation of certain damages or other rights, so those provisions of these Terms may not apply to you. These Terms require the use of binding arbitration to resolve disputes rather than jury trials or class actions. Please see Section 22 for details, including instructions to follow in order to opt out of binding arbitration and the class action waiver.
a. These Terms will remain in effect so long as you continue to access or use the Services, or until terminated in accordance with the provisions of these Terms. ARdictive reserves the right to suspend or terminate your access to the Service at any time in ARdictive’s sole discretion. You understand that if your account is suspended or terminated, you may no longer have access to the Content that is stored with the Services. Your account and the limited right to access and use the Services under these Terms will automatically terminate upon the termination of these Terms. Sections 11, 12 (for any fees due), 18, 19, 20, 21, 22 and 23 survive any expiration or termination of these Terms.
b. Upon termination of this Agreement you will no longer be able to access your Content or any output of the Services.
12. Fees. a. You must pay Fees (defined below) for Commercial Use of the Services. “Commercial Use” means (i) you charge a customer or are paid by a third-party or an employer (including a governmental employer) for (1) your time spent using the Services or (2) enhancing Content via the Services; or (ii) your use of the Services is primarily intended for or directed toward commercial advantage or monetary compensation. Notwithstanding the foregoing, items 12(a)(i)(1) and 12(a)(i)(2) do not apply to uses by educators for teaching, scholarship or research purposes on the topic of 3D augmented reality and item 12(a)(i) does not apply to not-for-profit entities to the extent using the Services to support the education, scholarship or research on the topic of 3D augmented reality. Examples of Commercial Use include (but is not limited to) using the Services to enhance Content for advertising purposes, product or service sales purposes (such as enhancing a presentation describing services other than the Services provided by ARdictive), training purposes (except for unpaid trainings on use of the ARdictive Services) or fundraising purposes, including fund raising by not-for-profit entities. An example of non-Commercial Use includes use of the Services by an individual for a personal, unpaid/uncharged for purpose.
b. b. You will pay the fees applicable for the Services ("Fees") as quoted to you on the Site for Commercial Use of the Services when you purchase the Services. Non-Commercial Use of the Services is free of charge currently, but ARdictive reserves the right to charge Fees for non-Commercial Use of the Service in the future. ARdictive may calculate and collect taxes payable by you based on the billing information you provide at the time of purchase. You are responsible for, and will pay, all charges, related to using the purchased Services (e.g., data charges and currency exchange settlements). You will pay the Fees in U.S. Dollars. The subscription period for the Services will be as quoted to you on the Site when you purchase the Services. Monthly subscriptions will automatically renew unless you cancel the subscription at least 3 business days prior to the renewal date. Annual subscriptions will automatically renew unless you cancel the subscription prior to the renewal date. If you wish to downgrade your subscription you must do so prior to the cancellation deadline. ARdictive may change its prices at any time; however, the Fee will remain in force for the duration of that subscription period for which you have paid. After that period ends, your use of the Services will be charged at the then-current price. If you don't agree to these price changes, you must stop using the Services and cancel your subscription by sending an email to firstname.lastname@example.org. If you cancel, your access and use of the Services ends at the end of your current subscription period, and no refunds for previously-paid Services will be issued. If you do not cancel in accordance with these Terms, your subscription for the Services will automatically renew at the then-current price and for the same subscription period, and ARdictive will charge your on-file payment card or method on the first day of the renewal of the subscription period.
c. Upon payment of Fees, the Services will enable you to (i) share an unlimited number of project viewer links and (ii) collaborate with additional users (who have properly obtained a separate the right to use the Service pursuant to these Terms) to in the design environment within the Services.
If you believe there has been a violation of your intellectual property rights, please contact ARdictive’s designated agent for alleged copyright infringement or by sending a notice to email@example.com with the following information:
• an electronic or physical signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed;
• identification of the copyrighted work claimed to have been infringed;
• a description of where the material is located on the Services;
• your address, telephone number, and e-mail address;
• a statement of your good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and,
• a statement by you, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
18. Proprietary Rights. Except for the limited license rights expressly provided in these Terms, ARdictive and its licensors and service providers have and will retain all rights, title, and interest (including all intellectual property rights) in and to the Services. Any suggestions, information or feedback provided by you to ARdictive regarding the Services (including, without limitation, with respect to modifications, enhancements, improvements and other changes to the Services) (“Feedback”) is voluntary and you hereby grant to ARdictive a world-wide, royalty free, irrevocable, transferrable, perpetual license to use (and authorize others to use) any Feedback without restriction. 19. No Warranty. THE SERVICES AND ANY INFORMATION OR RESULTS OBTAINED THROUGH THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ARDICTIVE AND ITS LICENSORS AND SERVICE PROVIDERS MAKE NO (AND SPECIFICALLY DISCLAIM ALL) REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, (A) ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, FREE OF HARMFUL COMPONENTS, TIMELY, OR SECURE OR THAT ANY INFORMATION OR RESULTS OBTAINED THROUGH THE USE OF THE SERVICES WILL BE ACCURATE, TIMELY OR ERROR-FREE, (B) ANY IMPLIED WARRANTY OF ACCURACY, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, AND (C) ANY WARRANTY ARISING OUT OF ANY COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE. SOME JURISDICTIONS DO NOT ALLOW THE FOREGOING EXCLUSIONS. IN SUCH AN EVENT, SUCH EXCLUSION WILL NOT APPLY SOLELY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICES OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICES. 20. Indemnification. You will indemnify, hold harmless and defend ARdictive, its licensors and service providers from all claims, actions, proceedings, suits, liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees and other litigation expenses) incurred by ARdictive arising out of or relating to any third party claim or demand that: (a) any Content or information provided by you infringes a patent, trademark, copyright or other proprietary right, or misappropriates a trade secret, of a third party, (b) your use of the Services violates any laws, rules or regulations applicable to your use of the Services, or (c) your use of the Services violates these Terms. ARdictive reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify ARdictive and your will cooperate with ARdictive’s defense of such claims. You will not to settle any such claim without ARdictive’s prior written consent. ARdictive will notify you of any claim or demand that is subject to the foregoing indemnification obligations.
21. Limitation of Liability.
TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW: (A) IN NO EVENT WILL ARDICTIVE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR: ANY INDIRECT OR CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION OR GOODWILL) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING CONTRACT, TORT, WARRANTY, NEGLIGENCE OR OTHERWISE, ), ARISING OUT OF, BASED ON, OR RESULTING FROM THESE TERMS, OR THE USE OR MISUSE OF, OR INABILITY TO USE THE SERVICES, EVEN IF ARDICTIVE HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES; AND (B) THE AGGREGATE LIABILITY OF ARDICTIVE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS, RELATING TO THE SERVICES WILL BE LIMITED TO THE GREATER OF FIVE DOLLARS ($5.00) OR THE MOST RECENT SUBSCRIPTION FEE THAT YOU PAID FOR THE SERVICES GIVING RISE TO THE LIABILITY. THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION WILL BE GIVEN FULL EFFECT EVEN IF ANY REMEDY SPECIFIED IN THESE TERMS IS DEEMED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE DEEMED UNENFORCEABLE.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES. IN SUCH AN EVENT, THIS LIMITATION WILL NOT APPLY TO YOU TO THE EXTENT PROHIBITED BY LAW.
22. Disputes, Arbitration and Jurisdiction.
a. Disputes. In case of any dispute relative to the validity, understanding, execution or non-execution, interruption or termination of the present agreement, the parties shall seek amicable resolution of such dispute. In case that the parties do not manage to find an amicable agreement about a compromise or a resolution of the dispute, the dispute would be passed for the resolution by Arbitration and only then to the resolution by the French courts tribunals.
b. Governing Law. You agree that these Terms, and any claim, dispute, action, or issue arising out of or relating to them or your use of the Services is governed by the French Law. Unless a dispute would be governed by an applicable arbitration clause, you agree to submit to the personal jurisdiction of the French courts for the purpose of litigating all such claims or disputes. Notwithstanding the foregoing, ARdictive may seek injunctive or other equitable relief to protect its (or its licensors or service providers’) confidential information and intellectual property rights or to prevent loss of data or damage to its servers in any court of competent jurisdiction. United Nations Convention on Contracts for the International Sale of Goods does not apply to any such action or proceeding.
c. Arbitration. Any dispute or claim relating in any way to these Terms or your access or use of any Services will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. Arbitration will take place in Paris, France, European Union. There is no judge or jury in arbitration, and court review of an arbitration award is limited. An arbitrator can award on an individual basis the same damages and relief as a court, including injunctive and declaratory relief or statutory damages, and must follow the provisions of this Agreement as a court would.
d. Initiation of Arbitration. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to: ARdictive s.a.s., 53 Rue de l’abbé Carton, 75014 Paris, France, ATTN: Legal Department. Your notice to ARdictive must: (i) provide your name, mailing address, and email address; (ii) describe the dispute; and (iii) state the relief you are requesting. The arbitration will be conducted by the French Arbitration Association ("FAA") under its rules. The FAA’s rules are available at www.afa-arbitrage.com or by calling +33(0)1-8460-6204. Payment of all filing, administration, and arbitrator fees will be governed by the FAA’s rules.
e. WAIVER OF CLASS ACTIONS. We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. If, for any reason, a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial. We also both agree that you or we may bring suit in any court having jurisdiction to enjoin infringement or other misuse of intellectual property rights.
f. OPTION TO OPT-OUT. To opt out of the arbitration and class-action waiver terms in this Section 22, you must notify ARdictive in writing within 30 days of the date that you first accept these Terms (unless a longer period is required by applicable law). You must mail your written notification to the address in Section 22(c). Subject to Section 22(f), if you do not notify ARdictive as outlined in this Section 22(e), you agree to be bound by the arbitration and class-action waiver provisions herein, including such provisions in any Agreement revised after the date of your first acceptance.
g. You may reject any change ARdictive makes to Section 22 (except address changes) by sending ARdictive written notice within 30 days of the change by mail to the address in Section 22(c). If you do, the most recent version of Section 22 before the change you rejected will apply. It is not necessary to send ARdictive a rejection of a future change to this Section 22 if you had properly opted out of the arbitration and class-action waiver provisions in this Section 22 within the first 30 days after you first accepted this Agreement.
22. General Legal Terms and Contact Details.
a. ARdictive Contact Information. If you have questions about these Terms or need to contact ARdictive, please contact ARdictive via email at firstname.lastname@example.org or via mail to: ARdictive s.a.s., 53 Rue de l’abbé Carton, 75014 Paris, France, ATTN: Legal Department.
b. Severability; Entire Agreement. Each provision in these Terms constitutes a separate and distinct provision severable from all other provisions. If any provision (or any part of a provision) is unenforceable under or prohibited by any present or future law, then the unenforceable provision (or part of the unenforceable provision) is amended to be in compliance with such law, while preserving the intent of the original provision to the extent possible. Any provision (or part of a provision) that cannot be amended will be severed from these Terms; and, all the remaining provisions of these Terms will continue in full force and effect. This is the entire contract between you and ARdictive regarding the Services. It supersedes any prior contract or oral or written statements regarding your use of the Services. In these Terms: (i) the word “including” and words of similar import will mean “including, without limitation,” unless otherwise specified and (ii) “or” is used in the sense of “and/or”; “any” is used in the sense of “any or all”.
c. Assignment. These Terms and any associated rights or obligations may not be assigned or otherwise transferred by you without ARdictive’s prior written consent. These Terms may be assigned by ARdictive without restriction. These Terms are binding upon any permitted assignee.
d. No Waiver. All waivers by ARdictive will be effective only if provided in writing. Any failure or delay by ARdictive to strictly enforce any provision of these Terms will not operate as a waiver of that provision, any other provision, or any subsequent breach of that or any other provision.
e. Export Compliance. The Services are subject to the export control laws, regulations and orders of the European Union and may be subject to the export or import control laws and regulations of other countries. You will comply with all such laws and regulations that apply to the Services. These laws include restrictions on destinations, end users, and end use. You represent and warrant that you : (i) are not a citizen, national or resident of, nor under the control of any country to which the European Union has prohibited export, (ii) are not listed on the lists of Specially Designated Nationals, Specially Designated Terrorists, and Specially Designated Narcotic Traffickers, nor listed on the European Union Table of Denial Orders, nor any other European Union exclusion lists, (iii) are not under the control of or an agent for anyone on such lists or the entities listed above, (iv) will not export or re-export any portion of the Services, directly, or indirectly, to the above-mentioned countries or to citizens, nationals, or residents of those countries or to persons on the above mentioned lists, and (v) will not use the Services for, and will not allow the Services to be used for, any purposes prohibited by EU law, including for the development, design, manufacture, or production of nuclear, chemical, or biological weapons of mass destruction.