B2BSalesTool.com

B2B SALES TOOL Subscription Agreement : Terms and Conditions

Legally Binding Terms and Conditions

As set forth in the Subscription Order Form or any renewal thereof (the ?Order?) Segmetrix Limited (?Segmetrix?) and the company or individual identified in the Order (?Customer?) agree that Segmetrix shall make available to Customer the services identified in the Order (?Services?), subject to this Subscription Agreement (?Agreement?).
Services may include, but are not limited to, business information, legal or financial data, estimated buying potential data, company and market analysis, business contact details of key executives, corporate family tree information, technology or other installed base intelligence, and ratings of world-wide business entities supplied by Segmetrix, affiliates of Segmetrix, or Segmetrix? information providers (?Information?).
By subscribing or using the B2BSalesTool.com web site (the ?Service?), or procuring any other service or product provided by Segmetrix (?Segmetrix?), you, and the company your are representing, are agreeing to be bound by the the terms of this Agreement.
Violation of any of the terms and conditions below will result in the termination of your Account. While Segmetrix prohibits any violating conduct and user submitted content (?Content?) on the Service, you understand and agree that Segmetrix cannot be responsible for Content posted on the Service and you nonetheless may be exposed to such material. You agree to use the Service at your own risk.
Segmetrix reserves the right to update and change the terms and conditions of the Service from time to time without notice. Any new tools, resources or features that are added to enhance the Service shall be subject to these terms and conditions. Continued use of the Service after such changes shall constitute your consent to such changes. You are solely responsible for periodically checking for any changes to the Terms of Use by visiting B2BSalesTool.com.

Who we are

Segmetrix a company registered in England, United Kingdom, with number 05434678 whose registered office is at Venture House, Arlington Square, Downshire Way, Bracknell, Berks, RG12 1WA, United Kingdom.

B2BSalesTool.com is a Service owned by Segmetrix.

Your Eligibility

You affirm that you are more than 18 years of age and possess the legal powers and consent, whether on your own behalf or on behalf of the company you work for, to enter into this Agreement and be held legally responsible for ensuring that you and the Authorised Users use the Service in strict accordance with the terms and conditions of this Agreement.

Licenses

Segmetrix grants to Customer a non-exclusive, revocable, non-transferable license (?License?) to use and display the Information specified in an Order, subject to the limitations contained in this Agreement and such Order. Segmetrix retains all ownership rights (including copyrights and other intellectual property rights) in the Services, in any form, and Customer obtains only such rights as are explicitly granted in this Agreement and such Order.
The Service is available only for the number of users Order (?Authorised Users?); (ii) is intended only for each Authorised User?s individual use; and (iii) may not be shared with other persons or entities, either internally or externally. An Authorised User is authorised by Customer to access the Services during the term of this Agreement and according to the terms of the Order, in accordance with the terms of this Agreement. Segmetrix reserves the right to deny access to any and all users in excess of the number of Authorised Users specified in the Order.

Subscription Account

The Order you place will create an account (?Subscription Account?) with your your selected monthly subscription plan (?Subscription Plan?)
As detailed in your selected Subscription Plan, your Subscription Account grants you, the Customer, a defined number of configurable data sets (?Sales Views?) and a defined number of Authorised Users. Authorised users are those have have been given individual login details which the are strictly prohibited from sharing with anyone. The maximum number of users who can have login access to the services is specified in your Subscription Plan.
Sales Views grant you, and any assigned Authorised User to a Sales view, access to view but not download company and contact Information for each of the companies in a Sales View. The maximum number of companies within a sales view is specified in your order and your Subscription Plan.
In order to download the Information, you will need to credit your account with additional pre-paid download credits (?Pre-Paid Download Credits?). The value of each Download Credit is defined on our website and within your Subscription Account. Pre-Paid Download Credits are non-refundable, may only be redeemed by downloading Information, and expire on termination of Service. Downloaded Information is subject to the conditions and restrictions set out below.
Within your Subscription Account, you will have the option to add more Sales Views and/or more Authorised Users that will add to your monthly subscription fees at the specified rates.
You and/or your Authorised Users can configure, reconfigure and save the Sales Views with the exact companies or type for which you wish to view company and contact Information . Each Sales View allows up to a stated maximum number of companies per that Sales View.
Your choice of Subscription Account grants you and the Authorised Users, who have been given personal logins, access to the Sales Views in the Service. You can assign each Sales View multiple Authorised Users and and an Authorised User can be assigned to multiple multiple Sales Views.
Subscription fees and terms vary and additional conditions, restrictions and limitations may apply to each Subscription Plan. To view your Subscription Plan Details, login and click on ?My Accounts? link. If your current plan is no longer satisfactory, you can upgrade or downgrade as per the instructions provided.
You and the Authorised Users that grant access to the Service are bound by this Agreement, its terms, conditions and restrictions. Violation of any of the terms and conditions in this Agreement will result in the termination of your Account without refund.
You and your Authorised Users are responsible for the maintaining the security of your account and passwords. Segmetrix cannot and will not be liable for any damage from your failure to comply with this security obligation.
You and your Authorised Users responsible for all Content posted and activity that occurs under your account (even when content is posted by others who have assigned logins and access to the Service under your account).
Content posted by you to the Website or the Service is subject to the Code of Conduct restrictions set out below.

Payment, Refunds, Upgrading and Downgrading Terms

All payments are handled by Segmetrix? payment processor (PayPal or NetBanx) who will complete subscription payments on our behalf. Segmetrix will not collect and will not store your billing information.
When you sign up for Subscription Account and you don?t cancel that account within the 3 day trial period, you will be billed monthly by our payment processor starting on the 72 hours after your account was initially created. If you cancel prior to the processing of your first invoice on the 30th day, you will not be charged.
The Service is billed in advance on a monthly basis and is non-refundable. There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open account. In order to treat everyone equally, no exceptions will be made.
You will need to credit your account with Pre-Paid Download Credits if you wish to download the company and contact Information contained in your Sales Views. Prep-Paid Download Credits are non-refundable, may only be redeemed by downloading Information, and expire on termination of Service.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties.
For any upgrade or downgrade in the plan level, or payment for Pre-Paid Download Credits, our payment processor will automatically charge the new rate on your next billing cycle.
Downgrading your Service may cause the loss of Content, features, or capacity of your Account. Segmetrix does not accept any liability for such loss.
You agree to pay us, via our payment processor, the amount that is specified in the Subscription Plan in accordance with the terms of such plan and this Agreement. You hereby authorise us, via our payment processor, to bill you in advance on a periodic monthly in accordance with the terms of the Subscription Plan until you terminate your account, and you further agree to pay any charges so incurred. If you dispute any charges you must let us know within thirty (30) days after the date that we invoice you.
We reserve the right to change our prices. If we do, we will provide notice of the change on our website or in email to you, at our option, at least 30 days before the change is to take effect. Your continued use of the service after the price change becomes effective constitutes your agreement to pay the changed amount.

Cancellation and Termination

You are solely responsible for properly cancelling your Subscription Account. An email or phone request to cancel your Subscription Account is not considered cancellation. You can cancel your account at any time by clicking on the Account link in the navigation bar at the top of Service screen. The Account screen provides a simple no questions asked cancellation link.
All of your Content will be immediately deleted from the Service upon cancellation. This information can not be recovered once your account is cancelled.
If you cancel the Service before the end of your current paid up month, your cancellation will take effect immediately and you will not be charged again.
Segmetrix, in its sole discretion, has the right to suspend or terminate your Subscription Account and refuse any and all current or future use of the Service, or any other Segmetrix service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Subscription Account or your access to your Subscription Account, and the forfeiture and relinquishment of all Content in your Subscription Account. Segmetrix reserves the right to refuse service to anyone for any reason at any time.

Modifications to the Service and Prices

Segmetrix reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice.
Prices of all Services, including but not limited to monthly Subscription Plan fees to the Service, are subject to change upon 30 days notice from us. Such notice may be provided at any time by posting the changes to the Website (B2BSalesTool.com and/or Segmetrix.com) or the Service itself.
Segmetrix shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.

Restrictions on Use

The Services are licensed for Customer?s internal use only and subject to any restrictions set forth in the Order. Customer will not provide Information, or other Services to others, whether directly in any media or indirectly through incorporation in a database, marketing list, report or otherwise, or use or permit the use of Information to generate any statistical or other information that is or will be provided to third parties (including as the basis for providing recommendations to others); use or permit the use of Information to prepare any comparison to other information databases that is or will be provided to third parties; or voluntarily produce Information in legal proceedings.
Customer will not use Information as a factor in establishing an individual?s eligibility for (i) credit or insurance to be used primarily for personal, family, or household purposes, or (ii) employment. In addition, Customer will not use any Service to engage in any unfair or deceptive practices and will use the Services only in compliance with applicable local and international laws or regulations, including but not limited to applicable export restrictions, and/or those laws and regulations regarding telemarketing, customer solicitation (including fax and/or e-mail solicitation), data protection and privacy.
If applicable, upon expiration or termination of a License with respect to particular Information, or upon receipt of Information that is intended to supersede previously obtained Information, unless Segmetrix instructs Customer otherwise, Customer will immediately delete or destroy all originals and copies of the Information, as applicable, and upon request, provide Segmetrix with certification thereof.
Segmetrix reserves the right to monitor Customer?s use of the Service to ensure compliance with this Agreement and prevent fraudulent use. Such monitoring of use may include but will not be limited to determining whether or not the Service is accessed under the account from multiple computers. In addition, Authorised Users shall be bound by any access and download limitations that are internal to a Service. All download limitations will be enforced at Segmetrix? discretion. Customer may not make available a user name and password to any party. Systematic access or extraction of content from the Service, including, but not limited to, the use of ?bots? or ?spiders,? is prohibited. If such monitoring indicates you are not in compliance with this Agreement or if fraudulent activity is suspected, Segmetrix reserves the right to take such action as it deems necessary, including, but not limited to, suspension or termination of the account.
The Information distributed by the Service or by Segmetrix may contain information protected by the Data Protection Act of 1998 (as amended) and Directive 95/46/EC of the European Parliament and of the Council of 24 October 1995 on the protection of individuals with regard to the processing of personal data and on the free movement of such data. Customer and Authorised Users shall comply with any applicable obligations required under such laws.

Code of Conduct

This section sets forth the Segmetrix? Code of Conduct (the "Code"). Subscribers and Users of the Service and Website Visitors must fully comply with this Code at all times. You certify, represent and warrant that you will not violate this Code.

A. Restrictions on Inputting Information. You shall not enter illegal or improper information into the Website or Service, including, without limitation, the following:

Information that is false, inaccurate, incorrect, incomplete, inexact, outdated or otherwise wrong;
Information subject to confidentiality, non-disclosure, non-competition, trade secret or proprietary rights, limitations or restrictions;
Information that infringes the copyrights or intellectual property rights of others;
Information that is personal or non-business related, including, home addresses, personal security numbers and credit card numbers;
Mobile or cellular telephone numbers;
Information that is sexually explicit, profane, pornographic, immoral, obscene, vulgar, offensive, inflammatory, violent, dangerous, harmful, threatening, abusive, harassing, hateful, discriminatory or racially, ethnically or otherwise objectionable, or which may solicit information from anyone under the age of 18;
Information that is defamatory, libelous, fraudulent, knowingly incorrect, or invasive of privacy or publicity rights of others;
Information that advocates or encourages conduct that could constitute a criminal offense;
Information that is actionable or may subject Segmetrix or its Information Providers to legal action or liability of any kind;
Information that violates any applicable local, state, national or international law, regulation, or convention; or
Information that violates any provision of this Agreement or any other agreement or policy set forth by Segmetrix.

B. Use of Information provided by the Website/Service. Segmetrix has no actual control over your use of information outside the Website. You shall not access the Website or Services for any purposes or in any manner that is illegal or improper, including, without limitation, the following:

For any purpose, activity or in any manner that is criminal, illegal or actionable;
In violation of any local, national or international laws, regulations or conventions;
To illegally spam anyone or to sell, give, make available or otherwise distribute information to a spammer or for the purpose of spamming;
For unethical marketing activities;
To associate, attribute, collect, store, distribute or otherwise process any non-business information related to anyone;
To communicate with anyone using language or in any manner that is sexually explicit, profane, pornographic, immoral, obscene, vulgar, offensive, violent, dangerous, harmful, threatening, abusive, harassing, hateful, discriminatory, or racially, ethnically or otherwise objectionable;
To prepare or compile information that is distributed in any manner or form to any third-party;
To enhance, verify, supplement, append, confirm, or modify any compilation of information that is thereinafter distributed in any manner or form to a third-party;
In connection with any individual credit, employment, or insurance decision;
To disclose or solicit the private, non-business, information of any person;
For sale, re-sale, sub-license, commercial use, or redistribution of any kind, without Segmetrix? express, prior consent.

C. Acts against the Website/Service. You shall not attempt to or engage in potentially harmful acts that are directed against the Website or Services including, without limitation, the following:

Using the Website or Services in contravention of any other agreement to which you are a party, including without limitation any employment agreement to which you may be a party;
Causing, allowing or assisting any other person to use your account or impersonate you;
Sharing your password or login with any other person;
Logging onto a server or account that you are not authorised to access;
Forging screen names, manipulating identifiers, or otherwise impersonating any other person or misrepresenting your identity or affiliation with any person or entity;
Emulating or faking usage of the Website or Services;
Violating or attempting to violate any security features of the Website or Service;
Using manual or automated software, devices, scripts robots, other means or processes to access, "scrape," "crawl" or "spider" any pages contained in the Website or Service;
Falsely stating or otherwise misrepresenting your affiliation with any person or entity;
Introducing viruses, worms, software, Trojan horses or other similar harmful code into the Website or Service;
Interfering or attempting to interfere with the use of the Website or Service by any other user, host or network, including, without limitation by means of submitting a virus, overloading, flooding, spamming, mail bombing, or crashing the Website or Service;
Causing, allowing or assisting machines, bots or automated services to access or use the Website or Service without the express written permission of Segmetrix;
Tampering with the operation, functionality or the security of the Website or Service;
Attempting to override or circumvent any security or usage rules embedded into the Website or Services that permit digital materials to be protected;
Attempting to probe, scan, or test the vulnerability of the Website or Service, or any associated system or network, or breach any security or authentication measures;
Misusing, tricking, disrupting or otherwise interfering with the functioning of the Website or Service;
Harvesting or collecting email addresses or other contact information of other users from the Website or Service by electronic or other means;
Reverse engineering, decompiling, disassembling, deciphering or otherwise attempting to derive the source code for any underlying intellectual property used to provide the Website or Service;
Engaging in "framing," "mirroring," or otherwise simulating the appearance or function of the Website or Service;
Uploading, posting, transmitting, sharing, storing or otherwise making available any content that Segmetrix deems to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable; and
Without Segmetrix? prior, express consent, advertising or selling any products, services or otherwise (whether or not for profit), or soliciting others or using the Website for commercial purposes of any kind.

D. Suspected Misuse and Penalties. Segmetrix may monitor the Website and Service for misuse of the Code. Segmetrix shall be the sole and final arbiter of suspected Code violations, misuse and penalty. For suspected violations, and without limiting any of its other remedies, Segmetrix reserves the right to immediately and without notice:

Delete or modify content;
Assess penalty points to your account;
Suspend your account;
Terminate your account;
Identify you to third parties;
Take legal action.

Copyright and Content Ownership

A. Information provided by Segmetrix and its Information Providers

Information is proprietary, copyrighted works of Segmetrix, its affiliates and Information providers and comprises: (i) works of original authorship, including compiled Information containing Segmetrix? or its affiliates? selection, arrangement and coordination and expression of such Information or pre-existing material it has created, gathered or assembled; (ii) information that has been created, developed and maintained by Segmetrix or its affiliates at great expense, such that misappropriation or unauthorised use by others for commercial gain would unfairly and/or irreparably harm Segmetrix? and its affiliates or reduce Segmetrix? or its affiliates? incentive to create, develop and maintain such information. Customer will not commit or permit any act or omission that would contest or impair Segmetrix? or any affiliate?s proprietary and intellectual property rights in Information or that would cause the Information to infringe the proprietary or intellectual property rights of a third party. Customer will reproduce Segmetrix? or its affiliate?s copyright and proprietary rights legend on all copies of Information.

B. User submitted Content for Private Use

The Service allows you to enter company profiles and contact Profiles, subject to the Code set out above, against companies saved in your subscribed Sales Views. This helps you augment the Information already provided by the Service.
By default these submissions are viewable only by you and other Authorised users in your Account. We claim no intellectual property rights over the material you submit to the Service that you have elected not to share with the public.

*C. User submitted Content for addition into Information *

The Service may allow you or your Authorised Users to select content that you have submitted to be added into the Information provided by the Services to all users. This is option will be made clearly visible via a button or a check box and will request your confirmation that you agreed that this information will no longer be private.
By setting your Content submissions to be shared publicly via the Information in the Service, you agree to allow others to view and share your submitted Content and you hereby grant Segmetrix a royalty-free, perpetual, irrevocable, worldwide transferable, non-exclusive and fully-sublicensable right and license to view, store, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display your Submissions (in whole or part) and/or to incorporate it in other works in any form, media, or technology now known or later developed, and to exercise the same rights with respect to such works. You also permit any subscriber of the Website or Service to access, store, distribute, perform, reproduce and prepare derivative works of Submitted Information.
No compensation will be paid to you or to any other person or entity with respect to Your Creative Content.
By making Content public the the Service you represent and warrant that you own, control, or otherwise possess sufficient legal rights to such submissions and that disclosure and use of such Content by Segmetrix via the Service (including without limitation, publishing content on or at the Site) will not infringe or violate the rights of any third party; and you acknowledge that such Content will not be treated confidentially.

Intellectual Property

The Website and all content and materials located thereon, including without limitation any Segmetrix names and logos (the "Segmetrix Marks"), the Services, designs, text, graphics and other files, and the selection, arrangement and organization thereof, are the intellectual property of Segmetrix or its licensors. Except as explicitly provided, neither the Websites or Service nor this Agreement grant you any right, title or interest in or to any such content or materials. The Segmetrix Marks are trademarks or registered trademarks of Segmetrix. Other trademarks, service marks, graphics, logos and domain names appearing on the Website may be the trademarks of third parties. The Website is Copyright 2009, Segmetrix Limited, ALL RIGHTS RESERVED. Moreover, except as expressly stated herein, or as expressly granted by Segmetrix in a signed writing, you have no intellectual property or other rights in the Information if you have submitted company or contact profiles to be included in the Information provided by the Service.
As Segmetrix asks others to respect its intellectual property rights, Segmetrix respects the intellectual property rights of others. You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Website, Product or Service. Likewise, if you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want Segmetrix to delete, edit, or disable the material in question, you must provide Segmetrix with all of the following information:

a physical or electronic signature of a person authorised to act on behalf of the owner of the exclusive right that is allegedly infringed;
identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
identification of the material that is claimed to be infringed or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Segmetrix to locate the material;
information reasonably sufficient to permit Segmetrix to contact you, 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 authorised by the copyright owner, its agent, or the law; and
a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorised to act on behalf of the owner of an exclusive right that is allegedly infringed. For this notification to be effective, you must provide it to Segmetrix? at:

Segmetrix Limited
Venture House, Downshire Way
Bracknell
Berkshire RG12 1WA
United Kingdom

Links to Third-party Websites

For purposes of convenience, Segmetrix.com and B2BSalesTool.com contain links to third party Web sites. Segmetrix makes no representations or warranties about any third party Web site that you may access through the links. By providing a link to those Web sites, Segmetrix does not endorse, adopt, or otherwise accept any responsibility for the content or use of those Web sites. You use those sites at your own risk.

Limitation of Liability

YOU AGREE THAT IN NO EVENT SHALL SEGMETRIX, ITS AFFILIATES, OR ITS INFORMATION PROVIDERS BE LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND OR CHARACTER (INCLUDING, BUT NOT LIMITED TO, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES) EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES ARISING OUT OF THIS AGREEMENT OR THE DELIVERY OR USE, OR INABILITY OF USE, OF SEGMETRIX SERVICES OR INFORMATION, INCLUDING WITHOUT LIMITATION ANY LOSS OR DAMAGES ARISING OUT OF ANY CREDIT DECISIONS MADE, ANY LOST PROFITS, AND ANY LOSS OR DAMAGE ARISING OUT OF THE CONDUCT OF THIRD PARTIES.
IN NO EVENT WILL SEGMETRIX WARRANT OR GUARANTY THE CORRECTNESS, COMPREHENSIVENESS, COMPLETENESS, ACCURACY, TIMELINESS, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR USE OR PURPOSE OF ANY INFORMATION, PRODUCTS, OR SERVICES ON THIS WEB SITE.
IN NO EVENT SHALL SEGMETRIX? LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNT SEGMETRIX RECEIVED IN ADVANCE FOR UNUSED MONTHS BEYOND THE CURRENT MONTH FOR WHICH THE CLAIM IS MADE FOR THE SPECIFIC PRODUCT OR SERVICE.

Disclaimer of Warranties

Segmetrix uses extensive procedures to keep its database current and to maintain accurate data. You acknowledges that the Information provided by Segmetrix, its Information Providers or its Service users will contain a degree of error and that you are responsible for determining whether such Information is sufficiently accurate for your use.
ALL INFORMATION IS PROVIDED ON AN "AS IS", "AS AVAILABLE" BASIS. SEGMETRIX DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, COMPLETENESS, CURRENTNESS, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. SEGMETRIX AND ITS INFORMATION PROVIDERS WILL NOT BE LIABLE FOR ANY LOSS OR INJURY ARISING OUT OF, IN WHOLE OR IN PART, SEGMETRIX?S CONDUCT IN PROCURING, COMPILING, COLLECTING, INTERPRETING, REPORTING OR DELIVERING INFORMATION.

Indemnification

You agree to indemnify and hold Segmetrix, its directors, officers, employees and agents, and its suppliers, licensors, and service providers, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorneys? fees (collectively, "Claims"), arising out of or in connection with: (1) your use of the Website or Services; (2) any violation of this Agreement (including, without limitation, the Code); (3) your violation of any law or the rights of any third party. Segmetrix will have the right, but not the obligation, to participate through counsel of its choice in any defense by you of any claims as to which you are required to defend, indemnify, or hold harmless Segmetrix. You may not settle any claims without the prior written consent of the concerned Segmetrix person or persons.

Governing Law

This Agreement, including without limitation its construction and enforcement, shall be treated as though it were executed and performed in England, United Kingdom
The Agreement, and all intellectual property issues, rights, and obligations shall be governed by the laws of England and shall be subject to the exclusive jurisdiction of the English courts.

Assignment

Unless with the others formal written consent, neither party will assign this Agreement; such consent may not be unreasonably withheld. Either party may however without such consent assign the Agreement to any entity which is under common control with the assigning party, or which directly or indirectly controls or is controlled by them. Either party may also without consent assign the Agreement to a successor to all or substantially all of its business, assets, and obligations.

General Conditions

Your use of the Service is at your own sole risk. You agree that Service is provided on and ?As Is? and ?As Available? basis.
Technical support is only provided to paying account holders and is only available via email or through the online forms.
You understand that Segmetrix uses third party vendors and hosting partners to provide the necessary hardware, software, networking, processing power, storage, and related technology required to run the Service.
You must not modify, adapt or hack the Service or modify another website so as to falsely imply that it is associated with the Service, Segmetrix, or any other Segmetrix product or service.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by Segmetrix.
We may, but have no obligation to, remove Content and Accounts containing Content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any partys intellectual property or these Terms of Service.
Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Segmetrix customer, employee, member, or officer will result in immediate account termination.
You understand that the technical processing and transmission of the Service, including your Content, may be transfered unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You must not upload, post, host, or transmit unsolicited email, SMSs, or "spam" messages.
You must not transmit any worms or viruses or any code of a destructive nature.
If your bandwidth usage exceeds 500 MB/month, or significantly exceeds the average bandwidth usage (as determined solely by Segmetrix) of other Segmetrix customers, we reserve the right to immediately disable your account or throttle your Service usage until you can reduce your bandwidth consumption.
Segmetrix does not warrant that (i) the service will meet your specific requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, Services, Information, or other material purchased or obtained by you through the service will meet your expectations, and (v) any errors in the Service will be corrected.
You expressly understand and agree that Segmetrix shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Segmetrix has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorised access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the service.
The failure of Segmetrix to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and Segmetrix and govern your use of the Service, superceding any prior agreements between you and Segmetrix (including, but not limited to, any prior versions of the Terms of Service).

Questions about the Terms of Service should be sent to support at Segmetrix dot com.