Payment and refund termsPayment for the Services will be in accordance with the terms that you have agreed to upon registration.You will be charged for the Services (“Advance Charges”) as per the advance invoice raised by SquadRun, and the payment is non-refundable (subject to the terms of this Agreement). There will be no refunds, credits for initiation fees or refunds for months unused with an active Auctm Account.All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such applicable taxes, levies, or duties, excluding only applicable income tax.Prices for the Services are subject to change upon 30 (thirty) days’ prior notice. Such notice may be provided at any time by posting the changes to the Website or through the Services.
Responsibility for user contentWe respect the rights of third party creators and content owners and expect that you will do the same. Given the nature of the Services and the volume of information submitted, we cannot and do not monitor the Materials (defined below) posted or transmitted by you or any other person through your Auctm Account . You expressly agree that we: (a) will not be liable for Materials, and (b) reserve the right to review, reject, delete, remove, modify, or edit any Materials at any time for any reason, without liability and without notice to you.
Confidentiality Use and Disclosure. During the term of this Agreement and at all times thereafter, you will (a) hold all Confidential Information in strict trust and confidence, (b) refrain from using or permitting others to use Confidential Information in any manner or for any purpose not expressly permitted or required by this Agreement, and (c) refrain from disclosing or permitting others to disclose any Confidential Information to any third party without obtaining SquadRun’s express prior written consent on a case-by-case basis. “Confidential Information” means information (a) disclosed to you by us in the process of providing the Services, and (b) that is proprietary in nature, to which you are provided access by Squadrun, that SquadRun considers to be confidential or proprietary or SquadRun has a duty to treat as confidential.Standard of Care. You will protect the Confidential Information from unauthorized use, access, or disclosure in the same manner as you protect your own confidential or proprietary information of a similar nature, and with no less than reasonable care.Exceptions. Subject to your obligations under Sections 8.1 and 8.2 you will be permitted to disclose Confidential Information to the extent that such disclosure is expressly approved in writing by SquadRun, or is required by applicable law or court order, provided that you immediately notify SquadRun in writing of such required disclosure and cooperate with SquadRun, at SquadRun’s reasonable request and expense, in any lawful action to contest or limit the scope of such required disclosure.Removal; Return. Upon SquadRun’s request and upon any termination of this Agreement, you will promptly (a) return to SquadRun (if the Confidential Information is in a form capable of being returned) or, if so directed by SquadRun, destroy all tangible embodiments of the Confidential Information (in every form and medium), (b) permanently erase all electronic files containing or summarizing any Confidential Information, and (c) certify to SquadRun in writing that you have fully complied with the foregoing obligations.
LiabilityNotwithstanding anything contained to the contrary, in the event SquadRun has reasonable grounds to believe that you are in violation of your obligations under the terms of this Agreement, we reserve the right to terminate your Auctm Account. Further, in the event any third party holds SquadRun liable for any breach of their confidential information, and such breach can be traced back to you, or any loss caused to SquadRun by breach by you of any conditions under this Agreement then SquadRun reserves its right (i) to recover from you, any and all such losses, damages, costs, and other expenses (including attorneys’ fees) suffered or incurred in relation to such breach by you; and (ii) to avail of any and every available remedy for such breach, attributable to you, under applicable law.
Term and TerminationTermination by SquadRun. SquadRun may, at any time and at its sole discretion, terminate this Agreement, in whole or in part. Squadrun shall refund the proportionate Advance Charges on termination of this Agreement by SquadRun. However, if SquadRun terminates this Agreement on account of your violation of the terms of Clause 4.1 above, it shall not be liable to refund any part of the Advance Charges. Termination by You. You may terminate this Agreement at anytime by contacting us at [●insert email id] to delete your Auctm Account. Termination of this Agreement will not affect either party’s liability for any breach of this Agreement such party may have committed before such expiration or termination.Term. This Agreement shall be valid from the date you register as a user on Auctm till the date this Agreement is terminated in accordance with its terms.
General ProvisionsGoverning Law and Jurisdiction. This Agreement shall be governed by the laws of Delaware. Subject to Clause 13.2 below, the courts and tribunals of Delaware have exclusive jurisdiction to settle any dispute arising out of or in connection with this Agreement (including a dispute regarding the existence, validity or termination of this Agreement).Dispute Resolution. If any dispute, controversy or claim arises between the parties under, out of, or in relation to this Agreement, including any dispute concerning the formation, construction, interpretation, or breach of this Agreement or a party’s performance of its obligations, the Parties shall attempt in the first instance to resolve the same through mutual good faith consultation. If the dispute is not resolved in this manner within 45 (forty-five) days of a Party’s notice of a Dispute, then the parties agree to resort to binding arbitration in accordance with the applicable law, to resolve all disputes concerning this Agreement. The disputes shall be resolved by a sole arbitrator to be appointed by the parties to the dispute mutually.Severability. If any provision of this Agreement is prohibited or unenforceable in any jurisdiction, such prohibition or unenforceability shall not invalidate the remaining provisions hereof or affect the validity or enforceability of such provision in any other jurisdiction.No Assignment. This Agreement and your rights and obligations under this Agreement may not be assigned, delegated, or otherwise transferred, in whole or in part, by you, under any circumstances. SquadRun may assign this Agreement or any of its rights under this Agreement to any third party without your consent.Notices. SquadRun may give any notice required by this Agreement by means of a general notice or pop-up notification on Auctm . Such notice shall be deemed to have been given immediately upon being dispatched by SquadRun. You may give notice to SquadRun, by way of email or registered post, to the following address:
[●insert details]Remedies and Rights. All remedies, either under this Agreement, or by law or otherwise afforded to each party in this Agreement shall be cumulative and not alternative. Unless expressly provided to the contrary in this Agreement, the rights of a party expressed under this Agreement for damages or otherwise for breach by the other party are without limitation to any other rights or remedies of the first mentioned party including rights to injunction, specific relief, restitution or other equitable relief, none of which rights or remedies shall be affected or diminished thereby.Waiver. No delay or omission to exercise any right, power or remedy accruing to any party, upon any breach of default of any party under this Agreement, shall impair any such right, power or remedy of any party nor shall it be construed to be a waiver of any such breach or default. Any waiver, permit, consent or approval of any kind or character on the part of either party, of any provisions or conditions of this Agreement, must be in writing and shall be effective only to the extent specifically set forth in such writing.Good Faith. You shall, in good faith, do all acts necessary to give effect to the provisions of this Agreement. You also agree to, in good faith, do all acts necessary as are within their powers to carry out your obligations under this Agreement and give effect to the provisions of this Agreement.Modifications to Auctm. SquadRun reserves the right at any time to modify or discontinue, temporarily or permanently, Auctm or the Services (or any part thereof) with or without notice. You agree that SquadRun shall not, under any circumstances, be liable to you or to any third party for any modification, suspension or discontinuance of Auctm or the Services.