[Version 1.0 effective March 30, 2011]
Projecis, Inc, a California corporation ("Projecis" or "we") operates the Web Site www.projecis.com ("Site") that allows Members to integrate, consolidate, measure, report upon and account for project work in a joined User community. The services offered by Projecis include any Projecis-branded URL (including the current Site), and any other features, content, or applications offered from time to time by Projecis in connection with Projecis's business (collectively, the " Services"). The Services are hosted in the United States.
Projecis may modify this Agreement from time to time and such modification shall be effective upon posting by Projecis on the Projecis Website. Your continued use of the Projecis Services after Projecis posts a revised Agreement signifies your acceptance of the revised Agreement. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes. Should you have any questions regarding the use of our Site, please visit our Contact Us page.
We provide the Services for exclusive Member use only. Unless you have been invited to the Projecis application by another User, or you or your company has executed a separate paid contract with Projecis for business use of the Services, you will not be permitted to use the Services.
To obtain and use the Services, you will be required to register with Projecis by completing a registration form and designating a User ID and password. When registering with Projecis you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (such information being the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
You may not authorize any third party to access or use the Services on your behalf. You are responsible for maintaining the confidentiality of the User ID and password, and are fully responsible for all activities that occur under your User ID or password. You agree to immediately notify Projecis of any unauthorized use of your User ID or password or any other breach of security. Projecis cannot and will not be liable for any loss or damage arising from any unauthorized use of your account.
By registering with Projecis, you understand that we may send you communications or data from Projecis regarding the Services, including but not limited to (i) notices about your use of the Services, including any notices concerning violations of use, (ii) updates, and (iii) promotional information and materials regarding Projecis's products and services, via electronic mail. We give you the opportunity to opt-out of receiving electronic mail from us by following the opt-out instructions provided in the message. Projecis will use best efforts to honor Member's request to opt out of marketing messages, but under no circumstances will Projecis have any liability for sending any email to its registered Users/Members. You acknowledge and agree that we shall have no liability associated with or arising from your failure to maintain accurate contact or other information, including, but not limited to, your failure to receive critical information about the Site. You acknowledge, consent and agree that we may access, preserve, and disclose your registration and any other information you provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims of a violation of the rights of third-parties; (d) respond to your requests for Member service; or (e) protect the rights, property, or personal safety of Projecis, the Projecis Affiliates, its users and the public.
Unauthorized use of the Projecis service, or the resale of said service without our prior written consent, is expressly prohibited. You shall not copy, sell, transfer, distribute, publish, or assign your license to our services in any format to any third party. In addition, you may not use the Services in any way that violates applicable federal, state, or international law, or for any unlawful purpose. Further, you may not use the Services to send, receive, or download messages or materials that are inappropriate or violate the intellectual property rights of Projecis or others.
To the extent that the Services provide Users an opportunity to store and exchange information, materials, data, files, programs, ideas and opinions ("User Content"), you hereby represent and warrant that you have all necessary rights in and to all User Content you provide and all information contained therein. By registering to use the Services, you understand and acknowledge that Projecis and its contractors retain an irrevocable, royalty-free, worldwide license to use, copy, and publicly display such content for the sole purpose of providing to you the Services for which you have registered. In the event that you give Projecis the right to distribute your content, additional terms may apply to Projecis 's usage or distribution of this content. You continue to retain all ownership rights in any User Content you provide and shall remain solely responsible for your conduct, your User Content, and any material or information transmitted to other Users for interaction with other Users. Projecis does not claim any ownership rights in any User Content. Projecis accepts no responsibility for checking the accuracy of reports or data files submitted by the Members. While Projecis shall take all reasonable efforts for data backup and business resumption, the Member will be solely responsible for retaining back-up copies of all information, photographs and other materials it provides to Projecis.
Projecis reserves the right, in its sole discretion, to determine whether and what action to take in response to each such notification, and any action or inaction in a particular instance shall not dictate or limit Projecis's response to a future complaint. You acknowledge and agree that Projecis shall not assume or have any liability for any action or inaction by Projecis with respect to any User Content.
Projecis reserves the right, in its sole discretion, to deactivate and/or require a change of name for any User Vanity URL for any reason or for no reason. Projecis may exercise such right at any time, with or without prior notice. Upon receipt of notice from Projecis of its decision, subscriber will immediately provide Projecis with a replacement name for the Vanity URL acceptable to Projecis, or the Vanity URL will be canceled. Without limiting the generality of Projecis's discretion, among the reasons Projecis may determine a Vanity URL is unacceptable are abuse of the feature, violation of any of these terms of service, infringement or potential infringement on third party intellectual property rights such as trademark or copyright, misrepresentation, or failure to pay pursuant to the terms of any service agreement.
Additionally, Projecis reserves the right, without limitation, to terminate your access to and use of the Site and Services if, in our view, your conduct fails to meet any of the following guidelines for User conduct:
All judgments concerning the applicability of these guidelines shall be at the sole and exclusive discretion of Projecis. Projecis reserves the right, in its sole discretion, to determine whether and what action to take in response to each such notification, and any action or inaction in a particular instance shall not dictate or limit Projecis's response to a future complaint. You acknowledge and agree that Projecis shall not assume or have any liability for any action or inaction by Projecis with respect to any User Content. Users shall remain solely responsible for User Content, and any material or information transmitted to other Users for interaction with other Users.
Except for the licenses granted herein, you have no right, title or interest in or to Services or any content. You agree that Projecis or its licensors retain all proprietary right, title and interest, including copyright and all other intellectual property rights, in and to Projecis service and content, including, without limitation, text, images, and other multimedia data.
All contents of the Site and Services including but not limited to design, text, software, technical drawings, configurations, graphics, other files, and their selection and arrangement ("Content") are: Copyright © 2012 Projecis, Inc, and/or the proprietary property of its suppliers, affiliates, or licensors. Content may not be reproduced, modified, derivative works created from, displayed, performed, published, distributed, disseminated, broadcasted or circulated to any third party (including, without limitation, the display and distribution of the material via a third party Web site or other networked computer environment) without the express prior written consent of Projecis and/or it suppliers, affiliates, or licensors. All rights reserved.
Projecis.com and the Projecis logo are including without limitation, either trademarks, service marks or registered trademarks of Projecis, and may not be copied, imitated, or used, in whole or in part, without Projecis's prior written permission or that of our suppliers or licensors. Other product and company names may be trade or service marks of their respective owners.
Projecis may have patents, patent applications, trademarks, copyrights, or other intellectual property rights covering subject matter in its Site that are part of the Services. Unless we have granted you licenses to our intellectual property in these terms and conditions, our providing you with such Web pages does not give you any license to our intellectual property. Any rights not expressly granted herein are reserved.
Projecis expects Users to respect copyright law. Projecis expressly prohibits the use of its Services for the illegal transmission of copyrighted material, and will respond if notified by content owners to disable copyrighted material from being transmitted via its Services. In addition, Projecis may disable individual accounts if these accounts are found to be illegally transferring copyrighted material.
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Projecis's Agent for Notice of claims of copyright or other intellectual property infringement ("Agent") the written information specified below: (1) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) A description of the copyrighted work that you claim has been infringed upon; (3) A description of where the material that you claim is infringing is located on the Site; (4) Your address, telephone number, and e-mail address; (5) A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (6) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
Projecis's Agents can be reached by submitting a ticket via our Feedback & Support link on the bottom of every page within the software.
All transactions using Projecis' services are between the transacting parties only. The Services may contain features and functionalities linking you or providing you with certain functionality and access to third party content, including Web sites, directories, servers, networks, systems, information and databases, applications, software, programs, products or services, and the Internet as a whole. We may also provide some content to you as part of the Services. However, Projecis is not an agent of any transacting party, nor are we a direct party in any such transaction. Any such activities, and any terms associated with such activities, are solely between you and the applicable third-party. Similarly, we are not responsible for any third party content you access with the Services, and you irrevocably waive any claim against us with respect to such sites and third-party content. Projecis shall have no liability, obligation or responsibility for any such correspondence, purchase or promotion between you and any such third-party. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You are solely responsible for your dealings with any third party related to the Services, including the delivery of and payment for goods and services. Should you have any problems resulting from your use of any third-party services, or should you suffer data loss or other losses as a result of problems with any of your other service providers or any third-party services, we will not be responsible unless the problem was the direct result of our breaches.
As a result of becoming Members and utilizing the Site, Members disclose to Projecis information including, project participant information, certain financial information, trade secrets and proprietary know-how relating to its business plans and operations (referred to herein as "Proprietary Material") solely for Members utilization of the Site.
Projecis agrees to hold all information concerning the Proprietary Material in confidence, not to disclose this information to others, except as agreed to by Member, and not to use this information commercially for anyone except Member under the following conditions:
It is also possible that, as a result of utilization of the Site, certain proprietary materials or trade secrets that belong to Projecis will be revealed to Member. Member hereby agrees that it will abide by the same standard of confidentiality, in relation to Projecis' proprietary materials and trade secrets as set forth herein in items 1 through 4 above.
This Agreement shall not apply to information that is already within the public domain.
Projecis is in no way liable for loss of customer data. Under no circumstances will Projecis be held accountable for any loss of customer data. By becoming a Site User you, the customer, acknowledge that you forfeit the right to hold Projecis accountable for any and all technical errors, including loss of User files (customer data).
In the event that Projecis concludes offering data storage services, Projecis Users will receive the option to have their stored files sent to them in CD or other format selected by Projecis. Projecis does not guarantee length of service.
Projecis intends for the information contained on its Site and Services to be accurate and reliable; however, errors sometimes may occur. In addition, Projecis may make changes and improvements to the information provided herein at any time.
PROJECIS PROVIDES ITS SITE AND SERVICES "AS IS," "WITH ALL FAULTS" AND "AS AVAILABLE," AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROJECIS, ITS AFFILIATES, RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS AND/OR SUPPLIERS (EACH, A "PROJECIS PARTY," AND COLLECTIVELY, THE "PROJECIS PARTIES") MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED. THE PROJECIS PARTIES DISCLAIM ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY AND IMPLIED, INCLUDING WITHOUT LIMITATION (1) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT, (2) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE, AND (3) WARRANTIES OR CONDITIONS THAT ACCESS TO OR USE OF THE WEB SITES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THIS CONTRACT.
IN NO EVENT WILL ANY PROJECIS PARTY BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THIS CONTRACT OR YOUR USE OF THE SOFTWARE OR SERVICE, EVEN IF SUCH PROJECIS PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION OF DAMAGES UNDER SECTION K IS INDEPENDENT OF YOUR EXCLUSIVE REMEDY AND SURVIVES IN THE EVENT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE DEEMED UNENFORCEABLE. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (1) BREACH OF CONTRACT, (2) BREACH OF WARRANTY, (3) NEGLIGENCE, OR (4) ANY OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS ARE NOT PROHIBITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH THE SERVICE, YOU DO NOT AGREE WITH ANY PART OF THIS CONTRACT, OR YOU HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST ANY PROJECIS PARTY WITH RESPECT TO THIS CONTRACT OR THE SERVICE, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE. In the event that, notwithstanding the foregoing disclaimers and indemnification, Projecis is found responsible to any Projecis User for any reason whatsoever, Projecis's responsibility shall be limited to the amounts actually paid by such User for Projecis's services, and shall not include punitive damages or consequential or resulting damages of any nature.
WE MAY CHANGE THE SOFTWARE AND SERVICE OR DELETE FEATURES AT ANY TIME AND FOR ANY REASON. WITHOUT LIMITING THE GENERAL NATURE OF SECTIONS J AND K, THE PROJECIS PARTIES ARE NOT RESPONSIBLE OR LIABLE FOR (1) ANY CONTENT, INCLUDING WITHOUT LIMITATION, ANY INFRINGING, INACCURATE, OBSCENE, INDECENT, THREATENING, OFFENSIVE, DEFAMATORY, TORTIOUS, OR ILLEGAL CONTENT, OR (2) ANY THIRD PARTY CONDUCT, TRANSMISSIONS OR DATA. IN ADDITION, WITHOUT LIMITING THE GENERALITY OF SECTIONS H AND I, PROJECIS IS NOT RESPONSIBLE OR LIABLE FOR (1) ANY VIRUSES OR OTHER DISABLING FEATURES THAT AFFECT YOUR ACCESS TO OR USE OF THE SOFTWARE AND SERVICES, (2) ANY INCOMPATIBILITY BETWEEN THE SOFTWARE AND SERVICES AND OTHER WEB SITES, SERVICES, SOFTWARE AND HARDWARE, (3) ANY DELAYS OR FAILURES YOU MAY EXPERIENCE IN INITIATING, CONDUCTING OR COMPLETING ANY TRANSMISSIONS OR TRANSACTIONS IN CONNECTION WITH THE SOFTWARE AND SERVICES IN AN ACCURATE OR TIMELY MANNER, (4) ANY LOSS OF USER DATA, INCLUDING, WITHOUT LIMITATION, DAMAGED OR LOST USER FILES, THROUGH USE OF THE SERVICE, INCLUDING, WITHOUT LIMITATION, THE DESKTOP SOFTWARE, OR (5) ANY DAMAGES OR COSTS OF ANY TYPE ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF ANY SOFTWARE AND SERVICES AVAILABLE FROM THIRD PARTIES THROUGH LINKS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
You agree to indemnify, defend and hold harmless, Projecis, its affiliates, and their respective officers, directors, employees, agents, licensors, representatives, and third party providers, to and from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of this agreement by you. Projecis reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with Projecis in asserting any available defenses.
Projecis reserves the right to terminate your password, account or use of Projecis Services and remove any data within Projecis Services, in our sole discretion, without cause but with notice. You may terminate your User account upon notice to Projecis at any time. Upon termination by Projecis or at your direction, you may request a file of your data via support@Projecis.com or 1-888-776-3215, which Projecis will make available for a fee. You must make such request at the notification of termination to receive such file within thirty (30) days of termination. Otherwise, ANY DATA YOU HAVE STORED ON PROJECIS'S SYSTEMS MAY NOT BE RETRIEVED, and Projecis shall have no obligation to maintain any data stored in your account or to forward any data to you or any third party.
The fees applicable for Projecis Service are available at www.projecis.com and as published within the Services. Fees are paid monthly in advance by credit card. Projecis reserves the right to change the Fees or applicable charges and to institute new charges at any time, upon thirty (30) days prior notice to you (which may be sent by email to the address you have most recently provided us).
Unless specifically agreed upon in writing between User and Projecis at the commencement of a subscription term, or unless User notifies Projecis via a phone call to 1-888-776-3215 (with cancellation confirmation from a Projecis representative) no later than fourteen days prior to the conclusion of the term, at the conclusion of any service term, whether monthly, yearly, or otherwise, Projecis will automatically renew the service for the same term and will charge the User's credit card account on the first day of the renewal term.
Payments for all accounts are due within 30 days of billing date. The last day of the 10-day trial signifies the due date of first payment.
Projecis will automatically charge the Members on the billing date. If the credit card is declined or no payment information is available, the system will attempt again in 4 days. If that payment fails, the system will attempt one final time 3 days later. If the third attempt fails, the account is marked as delinquent and that subscription is inaccessible.
For the 10-day trial, if the trial is not upgraded (Credit Card information given and the first payment made) before the end of 10 days, the trial is frozen and inaccessible.
The Member must notify Projecis about any billing problems or discrepancies within 15 days after charges first appear on their Credit Card statement. If it is not brought to Projecis's attention within 15 days, Member agrees to waive their right to dispute such problems or discrepancies.
Except as specifically set forth in this section, all Projecis Services are prepaid for a monthly period unless Projecis is contacted and agrees to another period (yearly or otherwise) and are non-refundable. This includes accounts that are renewed in accordance with the previous section.
Users on our free 10-day trial may cancel or downgrade their accounts, free of charge, at any time up until 10 days after their account was created. (The day of creation constitutes the first day of the 10-day trial.)
All cancellations and downgrades are processed automatically. To downgrade, please click on the "Change Plan" link and change the desired number of seats accordingly. To cancel, please click the link that says "Cancel" from the Manage Subscription page and follow the instructions.
If you have a question while canceling your account, you must give our email staff adequate time to respond to your message. Delays in our support system do not qualify as a reason to extend your trial period, or excuse canceling after 10 days. Cancellation requests sent via email to either email@example.com or firstname.lastname@example.org will not be processed and will be replied to with an automatic response. You must use our form to process your cancellation.
EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.
By using the Projecis Services, Users in the European Union understand and consent to the processing of personal information in the United States.
You may notify us by e-mail at support@Projecis.com.
If any part of these terms and conditions are determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid enforceable provision that most closely matches the intent of the original provision, and the remainder of the agreement shall continue in effect. A printed version of these terms and conditions and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these terms and conditions to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. All rights not expressly granted herein are reserved. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Projecis™ is a trademark of Projecis, Inc.
Membership rights cannot be assigned, sublicensed, distributed, shared, viewed, accessed, or otherwise transferred to anyone other than the registered Member without the express written permission of Projecis.
ANY CLAIM RELATED TO THIS CONTRACT OR THE SOFTWARE AND SERVICE MUST BE BROUGHT WITHIN ONE YEAR. THE ONE-YEAR PERIOD BEGINS ON THE DATE WHEN THE CLAIM FIRST COULD BE FILED. IF IT IS NOT, THEN THAT CLAIM IS PERMANENTLY BARRED. THIS APPLIES TO YOU AND YOUR SUCCESSORS. IT ALSO APPLIES TO PROJECIS AND ITS SUCCESSORS AND ASSIGNS. The failure of Projecis to exercise or enforce any right or provision of the terms and conditions shall not constitute a waiver of such right or provision. The section titles in these terms and conditions are for convenience only and have no legal or contractual effect.
Projecis provides services that permit registered Users of the Site to store content on the Web. Projecis does not tolerate infringing material on its equipment or network, and may remove content that appears to infringe any copyright or other intellectual property rights or otherwise violates this Agreement.
If you believe that your copyright in any material has been infringed on a site hosted on Projecis equipment or through its services, please send a DMCA Notice (described below) to Projecis's Copyright Agent for Notice of Claims of Copyright Infringement. Once we receive a complete DMCA Notice, we will then evaluate your notice and take such action as is appropriate under the Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512 et seq.
Federal law requires your DMCA Notice to include the following information:
Projecis's Copyright Agent for Notice of Claims of Copyright Infringement can be reached as follows:
Attn: DMCA Copyright Agent
14677 Via Bettona #331
San Diego, CA 92127
To submit a notice of claims of copyright infringement online, please visit our Contact Us page. Please note that Projecis, in its sole discretion, may terminate the account of any User about whom Projecis receives more than one complaint of copyright infringement.
If you have any questions about this policy, please contact Projecis at support@Projecis.com.