Please read these Terms of Service ("Terms", "Terms of Service") carefully before using our products, services or websites (“Sites”), as they are a binding agreement between You and Asuccini, LLC (“Asuccini”, "We”, “Our”, or “Us”). Your access to and use of the Sites is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Sites.####BY ACCEPTING THESE TERMS, EITHER BY CHECKING A BOX INDICATING YOUR ACCEPTANCE OR BY SIGNING A FORM THAT REFERENCES THESE TERMS, YOU AGREE TO THE TERMS. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "YOU" OR "YOUR" SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THESE TERMS AND MAY NOT USE THE SITES.####1. Accounts##You will be asked to create an account with us. In this case, you must provide us information that is accurate, complete, and current. Failure to do so constitutes a breach of the Agreement, which may result in immediate termination of your account on our product site.####In some cases, an account may be created for you by an administrator, such as your employer or institution. Your administrator may be able to access or disable your account without our involvement. You are responsible for safeguarding the password that you use to access our products or services and for any activities or actions under your password, whether your password is with our product or service or a third-party service.####2. Our Services##2.1 Subscriptions. Unless otherwise stated, services to our cloud system are subscription based and at yearly terms. Additional subscriptions may be added during a subscription term and will terminate on the same date as the original subscription.####The term of each subscription is specified in this Agreement. Changes to this Agreement, if any, will be specified in writing. Subscriptions will automatically renew for another one year term, unless either party gives the other written notice of non-renewal at least 30 days prior to the subscription end period. For the renewal term, prices are subject to change.####2.2 Restrictions of Functions. Our product uses Salesforce’s system as an underlying platform. Users have access to system functionalities created by Asuccini. However, there may be certain functionalities created by Salesforce that have restrictions/permissions, and have not be disabled in our product. Users may not access, distribute, or use any CRM functionality. CRM functionality is defined as access to CRM standard objects through standard tabs and related lists in custom tabs through the Salesforce web services API or through reports and dashboards. CRM standard objects include campaigns, leads, opportunities, cases, solutions and forecasts. Any such use is in violation of Salesforce’s terms and will result in payment penalties. In such cases, subscribers agree to pay the payment penalties and any additional fees incurred by the unauthorized use of these functionalities, within 30 days of the violation notice. Additional fees include but are not limited to, any charges in relation to the Salesforce penalties, such as full-term subscription fees, legal fees, resources and time used. Please note, Salesforce may audit user subscriptions through Salesforce Service. ####2.3 Cancellation Policy. You have the right to cancel your subscription/services with us at any time. Please note that any fees paid are non-refundable, and any remaining monthly fees for the annual term are still due. Fees for the annual term are non-cancelable and non-refundable. After 30 days from the cancellation date, your account, along with any of your data, may be permanently deleted or destroyed in our system. ####2.4 Your Data upon Termination/Subscription End. Within 30 days after the effective date of termination or expiration of your subscription, we will make your data available to you for export or download. After the 30-day period, we will have no obligation to maintain or provide any of your data, and may thereafter delete or destroy all copies of your data in the system. ####2.5 Customization Services. We have no obligation or responsibility to provide customization services or modifying the system to your business processes. By subscribing to our product, you acknowledge accepting the system as is. However, if requested and within reasonably limits, we may provide customization services priced at an hourly rate, as specified in writing. ####2.6 Training. Upon purchasing our product, we will provide on-screen training sessions if requested, to ensure ease of use of our system. Additional materials, such as video tutorials and manuals may be used. The duration, frequency, pricing, and content covered is subject to further terms and will be specified in writing. ####2.7 Fees. Subscription fees are paid in monthly intervals. The initial installment is due before the start of service date, and may include additional fees such as an onboarding fee as outlined in this Agreement. Subsequent monthly payments are due at 30 day intervals from the start of service date. Our subscription and service payments are non-cancelable and non-refundable for the annual term. Upon subscription cancellation, any remaining monthly fees for the annual term are still due and will be collected. Any additional fees (if any), including but not limited to development, consulting, services, or training fees are billed on separate terms from the subscription fees. ####2.8 License to Use Feedback. You grant us and our affiliates a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into our sites any suggestion, enhancement request, recommendation, correction or other feedback provided by you or users relating to the operation of our products or services. ####3. Links to Other Websites##Our products or services may contain links to third-party websites or services that are not owned or controlled by Asuccini. Asuccini has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You further acknowledge and agree that Asuccini shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, products or services available on or through any such websites or services. We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.####4. Privacy Policy ##Through your use of our products or services, you consent Asuccini to collect and use your personal information. Personal information may include, but is not limited to your name, mailing address, phone, email, and company name. Your personal information may be used by us to contact or identify you, provide you with our products or services, and improve our business. We may also use your personal information to contact you with newsletters, marketing or promotional materials and other information that pertains to our products or services. We will not disclose your personal information to third-parties that are not involved with our products or services.####All electronic data or information submitted by you to our systems which is accessible to you while using our product shall not be (a) modified by Asuccini, (b) be disclosed except as compelled by law or as permitted by you in writing, (c) or be accessed by us except to provide our products or services, prevent or address service or technical problems, or in connection with customer support matters.####5. Use of Products or Services##The member or user herein agrees not to replicate, duplicate, copy, trade, sell, resell nor exploit for any commercial reason any part, use of, or access to our products or services. ####Using our products or services does not give you ownership of any intellectual property rights to the content you access. You may not use content from our products or services unless you obtain permission from us, or as permitted by law.####Upon creating an account, you hereby acknowledge that by using our products or services to send electronic communications (which would include, but are not limited to, email, searches, instant messages, uploading of files, photos and/or videos), you will be causing communications to be sent through our computer network. Through your use, and thus your agreement with these terms, you consent to receive electronically any communications related to your use of our products or services. By submitting content, creating an account or otherwise providing us with your email address, postal address or phone number, you are agreeing that we may contact you at the aforementioned contact info in a manner consistent with our Privacy Policy.####As a user or member of our products or services you herein acknowledge, understand and agree that all information, text, software, data, photographs, music, videos, messages, tags or any other content, whether it is publicly or privately posted and/or transmitted, is the expressed sole responsibility of the individual from whom the content originated. In short, this means that you are solely responsible for any and all content posted, uploaded, emailed, transmitted or otherwise made available by way of our products or services, and as such, we do not guarantee the accuracy, integrity or quality of such content. It is expressly understood that by use of our products or services, you may be exposed to content including, but not limited to, any errors or omissions in any content posted, and/or any loss or damage of any kind incurred as a result of the use of any content posted, emailed, transmitted or otherwise made available by.####6. Changes##We reserve the right, at our sole discretion, to modify or replace the terms of this Agreement at any time. If a revision is made, we will provide prior written notice to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our products or services after those revisions become effective, you agree to be bound by the revised terms. ####7. Termination##We may terminate or suspend access to our products or services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach this Agreement. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. Upon termination, your right to use our products or services will immediately cease. If you wish to terminate your account, please let us know in writing. Otherwise, you may simply discontinue using our products or services.####8. Indemnity##All users and/or members herein agree to insure and hold Asuccini, our subsidiaries, affiliates, agents, employees, officers, partners and/or licensors blameless or not liable for any claim or demand, which may include, but is not limited to, reasonable attorney fees made by any third-party which may arise from any content a member or user of our site may submit, post, modify, transmit or otherwise make available through our products or services, the use of our product or services, or your connection with our products or services, your violations of this Agreement and/or your violation of any such rights of another person.####9. Governing Law##This Agreement shall be governed and construed in accordance with the laws of California, United States, without regard to its conflict of law provisions. Our failure to enforce any right or provision of this Agreement will not be considered a waiver of those rights. If any provision of this Agreement is held to be invalid or unenforceable by a court, the remaining provisions of this Agreement will remain in effect. This Agreement constitute the entire agreement between us regarding our products or services, and supersede and replace any prior agreements we might have between us regarding our products or services. ####10. Warranty Disclaimers##YOU HEREIN EXPRESSLY ACKNOWLEDGE AND AGREE THAT:####a) THE USE OF OUR PRODUCTS OR SERVICES ARE AT THE SOLE RISK BY YOU. EXCEPT AS EXPRESSLY PROVIDED HEREIN, ASUCCINI DOES NOT MAKE ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND ASUCCINI SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. SERVICES ARE PROVIDED “AS IS,” EXCLUSIVE OF ANY WARRANTY WHATSOEVER. ASUCCINI DISCLAIMS ALL LIABILITY AND INDEMNIFICATION OBLIGATIONS FOR ANY HARM OR DAMAGE CAUSED BY ANY THIRD-PARTY HOSTING PROVIDERS.####b) ASUCCINI AND OUR SUBSIDIARIES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO SUCH WARRANTIES THAT (i) ASUCCINI SERVICES, CLOUD SYSTEM, OR SOFTWARE WILL MEET YOUR REQUIREMENTS; (ii) ASUCCINI SERVICES, CLOUD SYSTEM, OR SOFTWARE SHALL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THAT SUCH RESULTS WHICH MAY BE OBTAINED FROM THE USE OF THE ASUCCINI SERVICES, PRODUCTS, CLOUD SYSTEM, OR SOFTWARE WILL BE ACCURATE OR RELIABLE; (iv) QUALITY OF ANY PRODUCTS, SERVICES, ANY INFORMATION OR OTHER MATERIAL WHICH MAY BE PURCHASED OR OBTAINED BY YOU THROUGH OUR PRODUCTS OR SERVICES WILL MEET YOUR EXPECTATIONS; AND (v) THAT ANY SUCH ERRORS CONTAINED IN OUR PRODUCTS OR SERVICES SHALL BE CORRECTED.####c) ALTHOUGH EVERY EFFORT IS MADE BY ASUCCINI TO KEEP THE CLOUD SYSTEM UP AND RUNNING SMOOTHLY, DUE TO THE NATURE OF THE INTERNET AND THE TECHNOLOGY INVOLVED, ASUCCINI TAKES NO RESPONSIBILITY FOR AND WILL NOT BE LIABLE FOR THE CLOUD SOLUTION BEING TEMPORARILY UNAVAILABLE DUE TO TECHNICAL ISSUES (OR OTHERWISE) BEYOND ITS CONTROL OR FOR ANY LOSS OR DAMAGE SUFFERED AS A RESULT OF THE USE OF OR ACCESS TO, OR INABILITY TO USE OR ACCESS THE PRODUCT WHATSOEVER.####d) WHILE MAKING EVERY ATTEMPT TO SECURE PERSONAL DATA, ASUCCINI CANNOT ACCEPT RESPONSIBILITY FOR ANY UNAUTHORISED ACCESS OR LOSS OF PERSONAL OR BUSINESS INFORMATION THAT IS BEYOND THE CONTROL OF THE ASUCCINI.####e) ANY INFORMATION OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED BY OUR PRODUCTS OR SERVICES SHALL BE ACCESSED BY YOUR SOLE DISCRETION AND SOLE RISK, AND AS SUCH YOU SHALL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER AND/OR INTERNET ACCESS, DOWNLOADING AND/OR DISPLAYING, OR FOR ANY LOSS OF DATA THAT COULD RESULT FROM THE DOWNLOAD OF ANY SUCH INFORMATION OR MATERIAL.####f) THE MATERIAL AND INFORMATION CONTAINED ON ASUCCINI’S WEBSITE OR MARKETING MATERIALS IS FOR GENERAL INFORMATION PURPOSES ONLY. WHILE WE ENDEAVOR TO KEEP THE INFORMATION UP TO DATE AND CORRECT, ASUCCINI MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED ABOUT THE COMPLETENESS AND SUITABILITY WITH RESPECT TO THE WEBSITE OR THE INFORMATION, PRODUCTS, SERVICES OR RELATED GRAPHICS CONTAINED ON THE WEBSITE, MARKETING MATERIALS, OR PRODUCT FOR ANY PURPOSE. ANY RELIANCE YOU PLACE ON SUCH MATERIAL IS THEREFORE STRICTLY AT YOUR OWN DECISION.####g) NO ADVICE AND/OR INFORMATION, DESPITE WHETHER WRITTEN OR ORAL, THAT MAY BE OBTAINED BY YOU FROM ASUCCINI OR BY WAY OF OR FROM OUR PRODUCTS, SERVICES, CLOUD SYSTEM OR SOFTWARE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. ####11. Limitation of Liability##YOU EXPLICITLY ACKNOWLEDGE, UNDERSTAND AND AGREE THAT ASUCCINI SHALL NOT BE LIABLE TO YOU OR ANY THIRD-PARTIES FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES WHICH MAY BE RELATED TO THE LOSS OF ANY PROFITS, GOODWILL, USE, DATA AND/OR OTHER INTANGIBLE LOSSES, EVEN THOUGH WE MAY HAVE BEEN ADVISED OF SUCH POSSIBILITY THAT SAID DAMAGES MAY OCCUR, AND RESULT FROM:##a) THE USE OR INABILITY TO USE OUR PRODUCTS OR SERVICES; ##b) THE COST OF PROCURING SUBSTITUTE GOODS AND SERVICES;##c) UNAUTHORIZED ACCESS TO OR THE ALTERATION OF YOUR TRANSMISSIONS AND/OR DATA;##d) STATEMENTS OR CONDUCT OF ANY SUCH THIRD-PARTY ON OUR PRODUCTS OR SERVICES;##e) AND ANY OTHER MATTER WHICH MAY BE RELATED TO OUR PRODUCTS OR SERVICES.
