Ah, legal-land : )
Welcome to Crevalle, LLC DBA MRGR!
Just to avoid confusion, our product is known to the world as Mrgr, but our parent company is called Crevalle :).
All references to us, we or our refers to these Terms of Service (“Terms” or “Agreement”) are applicable to any of the SaaS and related services we provide (“Services”) to you, as the customer, or anyone working on behalf of the customer and designated to use the Services by you, including your affiliates and your authorized contractors (hereinafter “you”). These Terms are our agreement regarding your usage of the Services, including any Trial Services as defined below.
For purposes of these Terms, “Trial Services” means any and all Services that may be available to you at no additional charge and which are in the “beta” or “trial” stage. These Terms include information about your legal rights and address such terms as automatic subscription renewals, limitations of liability, resolution of disputes by arbitration, and a class action waiver. If you do not agree with all of these Terms, then you are expressly prohibited from using the site and you must discontinue use immediately. Furthermore, if you violate these Terms, we may suspend or terminate your account in our sole discretion. We may also amend these Terms of Service at any time. Please periodically check our website for updates. By using our Services, you agree to the Terms and you further agree that you are at least 18 years of age.
You are responsible for your “Content”, which means any information, material, trademarks or other content which you provide to us in connection with the Services. Your Content is subject to these Terms of Service. You agree that your Content will not include any highly sensitive personally identifiable information including but not limited to social security numbers, financial details or healthcare information. You agree at all times to comply with all applicable laws in connection with your usage of the Services. By using our Services, you are agreeing to provide us with a perpetual license to use your Content for any legal or commercial purpose in connection with the Services which we may provide to you or other customers. You retain sole and exclusive rights to your Content apart from the perpetual license described herein. We have the right in our sole discretion to delete or remove any Content for any reason in our sole discretion. As for any Content presented in connection with the Services, you represent and warrant that:
* You have all the permissions and licenses legally required to provide the Content to us as well as to display or use the Content pursuant to the Services;
* Your Content does not include personal or confidential information belonging to others which you are not authorized to share with us; and
* Your Content does not violate the rights of any third party.
Our Services, and the underlying data and related technology, are owned or solely licensed by us. We grant you a limited, non-exclusive, non-transferable, and revocable right to access the Service solely for your internal business purposes and not for the benefit of any third party. We may modify the Services at any time and without notice. You agree that our Services and all underlying intellectual property, including any content or trademarks, shall remain our sole and exclusive property, and you obtain no rights thereto except for the limited usage rights described in these Terms of Service.
You may not modify the Services or use them to provide competitive Services; and, you may not use the Services in any respect to replicate or attempt to create similar functionality to the Services. The Services may only be used in strict accordance with these Terms and any applicable instructions we provide to you. In addition, (i) you also may not share the Services with any third party; (ii) you may not license, sublicense, sell, exploit, or in any way transfer the Services to any third party; (iii) use any security testing tools in order to probe, scan or attempt to ascertain the security of the Services; or, (iv) disclose any benchmark or performance tests of the Services; or, copy, replicate, develop a competing product or attempt to discover any source code in connection with the Services.
Furthermore, you agree that you will not: (a) extract data from the Service for a commercial purpose not permitted by these Terms of Service, including through use of an automated system or software (i.e. “screen scraping,” “data scraping,” or “web scraping”); or, (b) engaging in any activity that interferes with or disrupts, that is designed to interfere with or disrupt, or imposes undue burdens on the Services or its systems.
We remain the sole owners of all our trademarks, logos, and service marks.
In our sole discretion, we may modify, suspend, or terminate your account or access to the Services for any reason, including if we determine that you have violated these Terms of Service. We also may remove accounts of members who are inactive for an extended period of time. To the extent that our Services use third party services to provide specific services to users, you may be required to comply with such third party’s terms of service.
Except where otherwise prohibited by applicable laws, you agree to indemnify, defend and release us from any Claims, made by any third party due to or arising out of (a) your violations of these Terms of Service, (b) your misuse of our Services, (c) your Content, (d) your violation of any law, statute, ordinance or regulation or the rights of a third party, or (e) your acts or omissions. You agree to promptly notify us of any third-party Claims, and you agree not to settle any Claim without our prior written consent.
To the extent permitted by law, you agree that we are not liable for any third-party acts, including any sub-processors which may host your data, and you agree to release us from any activities in which you engage in connection with the Services.
As with all technology, we cannot guarantee that the Services will at all times function without errors or interruptions. For that reason, our Services are provided to you “as is”; and, to the extent legally permitted, we disclaim all warranties of any kind, including but not limited any statutory or implied warranties of merchantability, fitness for a particular purpose, that you will generate any revenue through the use of our Services and non-infringement. We also disclaim any warranties regarding (a) the reliability, timeliness, accuracy, and performance of our Services, (b) any information, advice, services, or goods obtained through or advertised on our Services or by us, as well as for any information or advice received through any links to other websites or resources provided through our Services, (c) the results that may be obtained from the Services, and (d) the correction of any errors in the Services, and (e) any third-party services or interactions with other participants through our Services. Some jurisdictions do not permit certain warranty limitations in which instance the foregoing shall be limited to the extent allowed by applicable law. We are not liable for circumstances outside our control, including but not limited to cyber attacks, power failures or surges, inclement weather, internet or hardware failures, fires, third- party acts or other causes outside of our control.
To the full extent permitted by applicable law, you agree that in no event shall we be liable for any direct, indirect, incidental, special, or consequential damages, including but not limited to, damages for loss of profits, goodwill, use, or other intangible losses (even if we have been advised of the possibility of such damages) arising out of or in connection with (a) our Services or the inability to use our Services (however arising, including our negligence), (b) statements or actions of any user or third party on the Services, (c) your acts or those of your users in connection with the Services, or (d) any other matter relating to the Services. To the extent permitted by law, our liability to you in any circumstance is limited to the amount of fees, if any, you paid to us in the 12 months prior to the action that may give rise to liability.
Except for obtaining injunctive or equitable relief, you agree to submit any claim to arbitration when legally permissible. In arbitration, certain rights that you or we would have in court may not be available, such as discovery or appeal. You are hereby waiving any right to trial in a court of law. This agreement to arbitrate shall apply regardless of whether the claim arises during or after any termination of this Terms of Service. The venue for arbitration is the County of Los Angeles, and governing law is California.
Any claim subject to arbitration must be filed within one year after the date the party asserting the claim first knows or should know of the act, omission or default giving rise to the claim. You agree to resolve disputes with us on an individual basis, and you are expressly waiving any right to participate in class actions.
Notwithstanding the foregoing, we may bring an action in a court of applicable jurisdiction to obtain injunctive relief or equitable relief for breach of any confidentiality or intellectual property rights, the monetary damages of which cannot be readily quantifiable.
These Terms represent the entire agreement between us, and there are no other oral or written agreements that govern the terms herein. You will have deemed to consent to any modifications to these Terms of Service by your continued use. No agency, partnership, joint venture, or fiduciary relationship is intended between you and us is by this Agreement. There are no third-party beneficiaries to this this Agreement. This Agreement and the relationship between you and us shall be governed by the laws of the State of California without regard to its conflict of laws provisions. This Agreement is not assignable, transferable, or sublicensable by you but may be assigned or transferred by us to any affiliate or subsidiary, or in connection with a change of control, merger, or acquisition.
A party’s failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision and does not waive any right to act with respect to subsequent or similar breaches. All waivers must be in writing by the party waiving such right. If any provision of this Agreement is found to be invalid by a court of competent jurisdiction, all other terms of this Agreement will remain in full force and effect. Those provisions which by their nature are intended to remain in full force and effect following termination, including but not limited to indemnification, intellectual property rights and confidentiality, shall survive any termination or expiration.