Terms of Use

THESE TERMS AND CONDITIONS OF USE CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND PAGOS, INC. (“PAGOS”, “VISART”, “WE” OR “OUR”). PLEASE READ THIS AGREEMENT (“AGREEMENT”) IN ITS ENTIRETY BEFORE YOU CONTINUE TO USE THIS WEBSITE OR PURCHASE ANY PRODUCT OR SERVICE. BY USING THIS WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT CHECK THE BOX INDICATING AGREEMENT, AND DISCONTINUE USING THE WEBSITE.

This website is owned and operated by Pagos. All of the content featured or displayed on this website, including, but not limited to, text, graphics, photographs, images, moving images, sound, illustrations and software (collectively, “Content”) is owned by Pagos, its licensors and its Content providers.

All elements of our website, including, but not limited to, the general design and the Content, are protected by copyright, moral rights, trademark and other laws relating to intellectual property rights. Except as explicitly permitted under this or another written agreement with us, no portion or element of this website or its Content may be copied or retransmitted via any means and this website, its Content and all related rights shall remain the exclusive property of Pagos or its licensors unless otherwise expressly agreed. You shall indemnify Pagos, its affiliates and licensors against any losses, expenses, costs or damages incurred by any or all of them as a result of your breach of the terms of this Agreement or your unauthorized use of the Content and related rights.

Definitions

“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. For the purpose of this definition, the word “control” shall mean the direct or indirect ownership of more than fifty percent (50%) of the outstanding voting stock of the corporation, company, or other entity.

“Customer” and “You” means the persons, entity or agents and authorized representatives accepting this agreement.

“Customer Data” means the information submitted to the Server Software by the Customer or its Users

“Effective Date” means the date on which this Agreement is entered into by clicking on the Accept button in installation package for the Client Software.

“Order Form” means the ordering documents for Services or Software purchased from Pagos that are executed hereunder by the parties from time to time. Customer Affiliates may purchase Subscription Services or Software subject to the terms of these Terms of Use by executing Order Forms hereunder.

“Pagos Server” and “Server” means the server computer that hosts Server Software and Customer data

“Pagos”, “Company”, “We”, and “Us” refer to Pagos, Inc. with its address at 47 Third Street, Cambridge, MA 02141, USA.

“Professional Services” means fee-based implementation, training or other consulting services that Ppagos may perform as described in a SOW executed by the parties pursuant to these Terms of Use

“Software” means the software that runs on Pagos servers to visualize Customer Data or the software upload Customer Data to Server.

“Service” means the web-based Pagos service that provides repository, tools, and services to create and process, capture, publish, and manage Customer Data through web pages or web-based programs.

“Statement of Work” or “SOW” means a statement of work entered into and executed by the parties describing Professional Services to be provided by Pagos to Customer.

“Subscription Services” means all online or offline data visualization software and services provided by Pagos via www.visart.io, visart.pagos.com, or such other websites designated by Pagos and associated support and maintenance services.

“Third Party Offerings” means services delivered or performed by third parties independently of Pagos related to the Subscription Services, or other online, web-based applications or subscription services, and any associated offline products provided by third parties, that interoperate with the Subscription Services.

“User” and “End User” means  Customer’s or its Affiliates’ employees, consultants, contractors or agents who are authorized by Customer or its Affiliates to access and use the Subscription Services and who have been supplied user identifications and passwords for such purpose.

“Web Application” means the application produced by the Server Software in processing Modified Spreadsheet and hosted at Pagos Servers.

Disclaimer:

THIS WEBSITE AND ITS CONTENT ARE PROVIDED “AS IS” AND PAGOS EXCLUDES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. PAGOS WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS WEBSITE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES. THE FUNCTIONS EMBODIED ON, OR IN THE MATERIALS OF, THIS WEBSITE ARE NOT WARRANTED TO BE UNINTERRUPTED OR WITHOUT ERROR. YOU, NOT PAGOS, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION DUE TO YOUR USE OF THIS WEBSITE.

Limitation of Liability:

Except as specifically stated in this Agreement or elsewhere on this website, or as otherwise required by applicable law, neither Pagos nor its directors, employees, licensors, Content providers, affiliates or other representatives will be liable for damages of any kind (including, without limitation, lost profits, direct, indirect, compensatory, consequential, exemplary, special, incidental, or punitive damages) arising out of your use of, your inability to use, or the performance of this website or the Content whether or not we have been advised of the possibility of such damages. Some jurisdictions do not permit the exclusion or limitation of implied warranties or liability for certain categories of damages. Therefore, some or all of the limitations above may not apply to you to the extent they are prohibited or superseded by applicable jurisdictional provisions.

Pagos uses reasonable efforts to ensure the accuracy, correctness and reliability of the Content, but we make no representations or warranties as to the Content’s accuracy, correctness or reliability.

Free Trial Services:

If Pagos has made the Subscription Services available on a free trial basis (“Trial Services”) and If You have registered for Trial Services, Pagos will make the Trial Services available to You until: (a) the end of the then-current Trial Services period, which is 30 days, unless otherwise extended by Pagos in its discretion, (b) the start date of any paid Subscription Services ordered by You, or (c) the date on which Pagos elects in its sole discretion to terminate Customer’s access to Trial Services (“Free Trial Period”). You acknowledge and agree that the features and functionality of the Subscription Services may be limited during the Free Trial Period. Except as specifically set forth in this document, these Terms of Use shall apply to Your use of the Subscription Services during the Free Trial Period. Additional trial terms and conditions may appear on the registration web page for the Trial Services. Any such additional terms and conditions are incorporated into these Terms of Use by reference, are legally binding and will govern in the event of a conflict with these Terms of Use.

Any Customer Data submitted into the Subscription Services during the Free Trial Period and any changes made to the Customer Data during the Free Trial Period may be permanently lost unless You (a) purchase a paid subscription service compatible or higher to those during Free Trial Period, (b) export Customer Data before the end of the Free Trial Period.

Purchased Subscription Services:

Pagos will make any purchased Subscription Services available to You pursuant to these Terms of Use and the relevant Order Form during the subscription term as set forth in the Order Form (the “Subscription Term”). You agree that your purchase of Subscription Services are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by Pagos regarding future functionality or features. Your use of the Subscription Services includes the right to access all functionality available in the purchased Subscription Services as of the effective date of the Order Form. Subsequent enhancements to the Subscription Services made generally available to all subscribing customers will be made available to You at no additional charge. However, new features, functionality or enhancements to the Subscription Services may be marketed separately and may require the payment of additional fees. Pagos will determine, in its sole discretion, whether access to such new features, functionality or enhancements will require an additional fee. Unless otherwise set forth in an Order Form, these Terms of Use will apply to any updates, upgrades and new modules or offerings subsequently provided by Pagos to You as part of any purchased Subscription Services.

Purchased Subscription Services renew automatically, such as monthly or annually depending on the option chosen when you purchased the Subscription Services. You agree that Pagos may process your credit card on each monthly, annual, or other renewal term, on the calendar day corresponding to the first day you subscribed to paid Subscription Services.

Pagos will provide You with Professional Services as set forth in mutually executed SOWs or Order Forms. Each SOW should include, at a minimum: (a) a description of the scope of Professional Services, (b) any work product or other deliverables to be provided to You (each a “Deliverable”), (c) the schedule for the provision of Professional Services, (d) the applicable fees and payment terms for such Professional Services. All SOWs shall be deemed part of and subject to these Terms of Use.

Password Restricted Areas of this Site:

You are responsible for maintaining the confidentiality of your account number, account name and password, if applicable. You are responsible for all activities that occur under your account, including without limitation, all uses of your account number, account name or password by someone else, regardless of whether you expressly authorized the use. You agree to notify Pagos immediately of any unauthorized use of your account or any other breach of security. Pagos will not be liable for any loss that you incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by Pagos or another party due to someone else using your account or password. You may not use anyone else’s account at any time without the account holder’s permission.

This website can be accessed from countries around the world and may contain references to Pagos’ products or services that are not available in your country. These references do not imply that Pagos intends to announce such products or services in your country.

This website is controlled, operated, and administered by Pagos from its offices within the United States of America (“U.S.”). Pagos makes no representation that this website, or the services or materials available through it, are appropriate or available for use at locations outside the U.S., and access to this website from territories where the website or any of its services or materials are illegal is prohibited. If you access this website from a location outside the U.S., you are responsible for compliance with all local laws.

Copyright and Trademark Infringements:

Pagos respects the intellectual property rights of others, and we ask you to do the same.  Pagos may, in appropriate circumstances and at our discretion, terminate service and/or access to this Site for users who infringe the intellectual property rights of others.  If you believe that your work is the subject of copyright infringement and/or trademark infringement and appears on our Site, please provide Pagos’ designated agent the following information:

–       A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

–       Identification of the copyrighted and/or trademarked work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site.

–       Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled at the Site, and information reasonably sufficient to permit Pagos to locate the material.

–       Information reasonably sufficient to permit Pagos to contact you as the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted.

–       A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright and/or trademark owner, its agent, or the law.

–       A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Pagos’ agent for notice of claims of copyright or trademark infringement on this Site can be reached as follows:

By mail:

Pagos, Inc.

47 3rd St.

Cambridge, MA 02141

USA

By e-mail:

admin@pagos.com

Please also note that for copyright infringements under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

Submissions:

You acknowledge that you are responsible for the information, documents, messages, comments, photos, videos, graphics, sounds and other content or material that you submit, upload, post or otherwise make available on or through the Site (each a “Submission”) through the services available in connection with this Site, and that you, and not Pagos, have full responsibility for each such Submission you make, including its legality, reliability, appropriateness, and trademark and copyright ownership.

You further agree that you will not upload, post or otherwise make available on this Site any material protected by copyright, trade secret, trademark, or any other proprietary right without the express permission of the owner of such copyright, trademark, trade secret or other proprietary right owned by a third party, and the burden of determining whether any material is protected by any such right is on you.  You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, or any other harm resulting from any Submission that you make.

You represent and warrant that: (i) you own all Submissions posted by you on or through this Site or otherwise have the right to grant the licenses to Pagos set forth in this section, and (ii) the posting of your Submissions on or through this Site does not violate the privacy rights, publicity rights, trademark rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, damages and any other monies owing any person by reason of any Submissions posted by you to or through this Site.

When submitting Submissions to or otherwise using this Site and/or the services, you agree not to, without limitation:

–       Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others.

–       Use racially, ethnically, or otherwise offensive language.

–       Discuss or incite illegal activity.

–       Use explicit/obscene language or solicit/post sexually explicit images (actual or simulated).

–       Post anything that exploits children or minors or that depicts cruelty to animals.

–       Post any copyrighted or trademarked materials without the express permission from the owner.

–       Disseminate any unsolicited or unauthorized advertising, promotional materials, ‘junk mail’, ‘spam’, ‘chain letters’, ‘pyramid schemes’, or any other form of such solicitation.

–       Use any robot, spider, scraper or other automated means to access the Site, except for accessing RSS feeds.

–       Take any action that imposes an unreasonable or disproportionately large load on our infrastructure.

–       Artificially inflate or alter the ratings available on this Site or alter any comments posted by others on this Site.

This list of prohibitions provides examples and is not complete or exclusive.  Pagos reserves the right to (a) terminate your access to your account, your ability to post to this Site (or the services) and (b) refuse, delete or remove any Submissions; with or without cause and with or without notice, for any reason or no reason, or for any action that Pagos determines is inappropriate or disruptive to this Site or to any other user of this Site and/or services.  Pagos may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct.  When legally required or at Pagos’ discretion, Pagos will cooperate with law enforcement agencies in any investigation of alleged illegal activity on this Site or on the Internet.

These prohibitions do not require Pagos to monitor, police or remove any Submissions or other information submitted by you or any other user.

Links to Third Party Sites:

There may be links to other websites from the Pagos website; however, these other websites are not controlled by Pagos and we are not responsible for any content contained on any such websites or any loss suffered by you in relation to your use of such websites. You waive any and all claims against Pagos and its directors, employees, affiliates or other representatives regarding the inclusion of links to outside websites or your use of those websites.

Jurisdiction:

This Agreement shall be interpreted, construed and governed by the laws of the State of Delaware, USA, without reference to its laws relating to conflicts of law and not including the provisions of the 1980 United Nations Convention on Contracts for the International Sale of Goods. Venue for all disputes arising under this Agreement shall lie exclusively in the state or federal courts in Delaware, and each party agrees not to contest the personal jurisdiction of these courts. Notwithstanding the foregoing, however, Pagos shall have the right to commence and prosecute any legal or equitable action or proceeding before any court of competent jurisdiction to obtain injunctive or other relief in the event that, in the opinion of Pagos, such action is necessary or desirable.

The export and re-export of Pagos’ products are controlled by the U.S. Export Administration Regulations, and such products may not be exported or re-exported to Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria or any country to which the U.S. embargoes goods. In addition, Pagos’ products may not be distributed to persons on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.

By downloading a Pagos product you are certifying that you are not a national of Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria or any country to which the U.S. embargoes goods and that you are not a person on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.

No action of Pagos, other than an express written waiver or amendment, may be construed as a waiver or amendment of any provision of this Agreement. Should any clause of this Agreement be found unenforceable, wherever possible this will not affect any other clause and each will remain in full force and effect.

We reserve the right to change this Agreement, prices, information and available contractual license terms featured on this website without notice. Pagos will provide notice of material changes to this Agreement on the home page of this website. Your continued use of this website, or any services or materials accessible through it, after such notice has been posted constitutes your acceptance of the changes.

Last Updated: October 5, 2014