PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING ANY PAGE OF THE DATAFOX WEBSITE
(THIS “SITE”) OR USING ANY DATAFOX SERVICE (COLLECTIVELY, THE
“SERVICE”), YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND ALL OTHER
TERMS INCORPORATED BY REFERENCE.
FOR FURTHER INFORMATION, PLEASE REFER TO THE HELP SECTION OR FREQUENTLY ASKED QUESTIONS ON
THIS SITE, OR CONTACT DATAFOX AT email@example.com.
LAST UPDATED: April 28, 2018
- DATAFOX SERVICE
- Subject to these Terms of Service, DataFox will provide to DataFox clients
(“Clients”) the Service as described in the Service Plan under which Client has
registered and paid. These Terms of Service govern any free trial period as well as the paid term
of any Service Plan. Only Client and Authorized Users (as defined below) may use the Service. Client
shall designate as “Authorized Users” Client’s employees, consultants, contractors
and subcontractors needing to access and use the Service for Client’s internal business purposes, up
to the number of Authorized Users specified in Client’s Service Plan (if such number is specified).
Client and each of its Authorized Users are subject to these Terms of Service, Client is responsible
for the compliance of these Terms of Service by its Authorized Users, and Client shall be responsible
for any breach of these Terms of Service by its Authorized Users or any other Client personnel.
Where the context requires, requirements and prohibitions in these Terms of Service shall apply to
both Clients and Authorized Users, even if expressed as a Client requirement or prohibition.
details relating to what information and data we collect from you and other Users, and how we use
that information internally and disclose it to third parties, including but not limited to
- DataFox will use commercially reasonable efforts to make this Site and the Service available 24 hours
a day, 7 days a week. Client acknowledges and agrees that such availability is subject to: (a) planned
maintenance downtime, and (b) any unavailability caused by urgent maintenance or circumstances beyond
DataFox’s control. DataFox will use commercially reasonable efforts to provide Client support as
described in the Service Plan.
- Client acknowledges and agrees that DataFox uses third party vendors and hosting partners to provide
the necessary hardware, software, networking, storage, and related technology required to run the
Service, and that the technical processing and transmission of the Service involve encrypted
transmissions over various external networks and changes to conform and adapt to technical
requirements of connecting networks or devices.
- DataFox reserves the right at any time to modify, augment, enhance or discontinue, temporarily or
permanently, the Service (or any part thereof) (each, a “Service Change”), provided
that in each instance DataFox is making such Service Change for its customers generally. Use of any
new Service features, tools and resources are subject to these Terms of Service. Should DataFox
discontinue or materially degrade any material feature of the Service, DataFox will promptly provide
notice to Client and (a) DataFox will provide Client with an appropriate price adjustment, or (b)
Client may terminate this Agreement by giving written notice to DataFox and paying any Service fees
due (prorated through the date of termination) and DataFox will provide a prorated refund of any
prepaid Service fees.
- DataFox reserves the right to change or modify these Terms of Service from time to time. If such
change or modification materially impairs Client’s rights, (i) DataFox shall give written notice to
Client, (ii) Client may terminate this Agreement by giving written notice to DataFox and paying any
Service fees due (prorated through the date of termination), and (iii) DataFox will provide a
prorated refund of any prepaid Service fees. Any change or modification will be effective upon
posting on this Site. Client is advised to review these Terms of Service periodically to ensure
compliance with the most recent terms. Client’s continued use of the Service following the posting
of any change or modification of the Terms of Service will constitute Client’s acceptance of such
accessing and using the Service.
- DataFox represents and warrants that: (i) DataFox has acquired from its partners all necessary rights
to include in the Service the DataFox Content provided by such partners, (ii) DataFox will provide
the Service in accordance with all applicable laws, rules and regulations, and (iii) DataFox will use
commercially reasonable efforts not to introduce or infect Client’s computer systems with any worms,
viruses, or other programs or devices used to modify, delete, damage, deactivate or disable any
computer software, hardware or data.
- CLIENT AND AUTHORIZED USER RESPONSIBILITIES
- Authorized Users must be human beings. Accounts registered by “bots” or other automated methods are
not permitted. Authorized Users must provide his/her correct legal full name, a valid email address,
and any other information requested in order to complete the registration process. Personal data is
- Each Authorized User account may only be used by one individual. Multiple individuals may not use or
share a single account. If DataFox reasonably believes that account sharing has occurred, Client will
assist DataFox in determining whether such sharing has occurred. If DataFox determines that account
sharing has occurred, DataFox reserves the right to charge Client for each individual using the
Authorized User account. If account sharing continues after DataFox gives Client written notice of
account sharing with regard to one or more specified Authorized User accounts, DataFox may terminate
Client’s access to the Service under the terms of Section 9(b) below.
- Client and Authorized Users are responsible for maintaining the security of Client’s account and
password and, unless there is a security breach through no fault of Client or an Authorized User,
Client accepts responsibility for all activities that occur under its or its Authorized Users’
passwords. DataFox is not liable for any loss or damage resulting from Client’s or Authorized User’s
failure to protect Client’s account or comply with Client’s or Authorized Users’ obligations under
these Terms of Service.
- Repeat trial account signups by a single user or entity are not allowed. DataFox reserves the right
to cancel any such repeat trial accounts. Trial accounts that are not accompanied by a working phone
number and email will be subject to immediate cancellation without notice.
- Subject to Client’s compliance with these Terms of Service, DataFox grants Client (i) a limited,
non-assignable (except as provided in these Terms of Service), revocable right to access and use the
Service for Client’s informational and internal business use only, and (ii) a limited, non-exclusive,
revocable, non-sublicensable license to download, print and use DataFox Content for internal business
use only. “DataFox Content” means data records of companies, the format and
presentation of such data, and any other text, charts, graphics, commentary, derived insights and
other information created and made available by DataFox.
- Client and Authorized Users are not permitted to: (i) reproduce, duplicate, copy, sell, resell, lease
or distribute the Service or DataFox Content, in whole or in part, to or on behalf of any third party;
(ii) publicly perform or display the Service or DataFox Content, in whole or in part; (iii) modify or
make any derivative uses of the Service or DataFox Content, in whole or in part; (iv) use any manual
or automated data mining, scraping, crawling, spiders, robots or similar data gathering or extraction
methods on any webpage, screen or other content contained in, generated by or relating to the Service;
(v) introduce or transmit any worms, viruses, malware or any code of a destructive nature onto or via
the Service; (vi) download (other than the page caching) any portion of the Service or DataFox Content,
except as expressly permitted by these Terms of Service or the functionality of the Service; (vii) use
the Service or DataFox Content except as expressly permitted by these Terms of Service; (viii) access
or use the Service for monitoring the Service’s availability, performance or functionality, or for any
other benchmarking or competitive purposes; or (ix) conduct any activity using the Service or DataFox
Content that is illegal or in violation of any applicable laws and regulations, including, without
limitation, all national, state, local and other laws and regulations relating to physical mailing,
emailing or spam (collectively, “Client Prohibitions”). Uses expressly permitted by
these Terms of Service include but are not limited to downloading into spreadsheets for internal
business analytical uses, and uploading into Client’s CRM system for internal business purposes.
- Unless explicitly stated herein, nothing in these Terms of Service will be construed as conferring any
license to intellectual property rights, whether by estoppel, implication or otherwise.
- Client shall indemnify, defend and hold DataFox and its employees, managers, officers, and agents
(collectively, the “Indemnitees”) harmless from and against any claim, demand, suit
or proceeding made or brought against an Indemnitee by a third party (i) arising out of Client’s or
Authorized Users’ use of the Service or DataFox Content in violation of these Terms of Service or of
applicable laws, rules, or regulations, or (ii) alleging that any Client Content or Client’s or
Authorized Users’ unauthorized use of the Service infringes or misappropriates the intellectual
property rights, or violates the privacy or other rights, of a third party. Client shall indemnify
the Indemnitees from and against any related damages, losses, liabilities, expenses, attorney fees and
- If Client’s Service Plan limits the number of company profile synchronizations (aka lead exports)
per month to Client’s CRM or the number of results views in list form. Client does not have the right
to carry forward, or obtain credit for, or provide to others, any unused lead exports or result views
in any month. If Client requires access to more data than allowed under Client’s Service Plan, Client
may contact DataFox to upgrade its Service Plan. In no event shall Client or an Authorized User
provide any leads or information (or any information in or extracted from or derived from any leads)
to any third party (other than Client’s CRM system), even if Client or Authorized User has exported
and stored such leads or information in or to another platform.
- THIRD PARTY CONTENT AND APPS
- Client understands that the Service gathers, organizes and derives insights on companies based on
available information and data provided by third parties or contributed by Clients (together,
“Third Party Content”). DataFox does not pre-screen Third Party Content that may be
presented or available through the Service. DataFox has the right in its sole discretion to limit,
restrict or remove any Third Party Content from the Service. DataFox makes no claim or representation
regarding, and accepts no responsibility for, the quality, content, nature or reliability of any
Third Party Content. DataFox does not represent or warrant the accuracy of any Third Party Content,
undertakes no responsibility to update or review any Third Party Content, and makes no guarantee as
to the accuracy, timeliness or completeness of any Third Party Content. Providing Third Party Content
or attribution to the source of any Third Party Content does not imply affiliation, endorsement or
adoption by DataFox of the Third Party Content or Third Party Content provider. In the event that a
Third Party Content provider requires DataFox to remove or discontinue use of any Third Party Content,
DataFox may in turn direct Client to cease using such Third Party Content and expunge it from Client’s
platforms. Client agrees to comply promptly with any such direction. Third parties from whom DataFox
licenses (or acquires via subscription) Third Party Content (including but not limited to Crunchbase
Inc. and Zoom Information Inc.) shall be third party beneficiaries to, and have the right to enforce
the provisions of, these Terms of Service as it relates to their Third Party Content.
- Third party applications or services (“Third Party Apps”) may be available through
the Service. DataFox does not warrant, and is not responsible for the legality, quality, accuracy,
integrity, fitness, reliability, or availability of any Third Party Apps that Client may connect to
through or with the Service, or any descriptions or promises related to such Third Party Apps.
Client’s agreement to use such Third Party Apps will be solely between Client and such Third Party
- If Client installs or enables Third Party Apps for use with the Service, or accesses the Service from
the Third Party Apps, Client acknowledges and agrees that: (i) DataFox may allow such Third Party Apps
providers to access Client’s data for provisioning or interoperation of the Third Party Apps with the
Service; (ii) Client is solely responsible for ensuring that it has obtained all necessary rights,
licenses and authorizations from the Third Party App provider; and (iii) DataFox will not be
responsible for any disclosure, modification or deletion of Client’s data by a Third Party App
provider. If Client obtains any custom data via Third Party Apps through the Service, Client is
responsible for obtaining all necessary rights, licenses and authorizations to use such custom data,
and to authorize DataFox to host, transmit and display such custom data. If Client does not want to
permit the exchange of Client’s data or account information with Third Party Apps, Client should not
enable or should disable such Third Party Apps for use with the Service.
- The Service may provide links to third-party websites (“Third Party Sites”) where
Client may obtain Third Party Content. DataFox makes no claim or representation regarding, and accepts
no responsibility for, the quality, content, nature or reliability of any Third Party Sites, or
Third Party Sites linking to the Service. Such Third Party Sites are not under the control of DataFox
and DataFox is not responsible for any Third Party Site, any content, links or services on such
Third Party Site, or any review, changes or updates to a Third Party Site. DataFox provides links to
Third Party Sites to Client only as a convenience, and the inclusion of any link does not imply
affiliation, endorsement or adoption by DataFox of any Third Party Site or any information contained
therein. When Client leaves this Site, Client understands that the terms and policies of the provider
of the Third Party Site, not those of DataFox, will govern Client’s use of the Third Party Site.
Client should review the applicable terms and policies, including privacy and data gathering
practices, of any Third Party Site to which Client navigates. DataFox does not monitor or have any
control over any Third Party Site.
- DataFox may run advertisements and promotions from third parties on the Service or may otherwise
provide information about or links to third-party products or services. Client’s dealings or
correspondence with, or participation in promotions of, such third parties, and any terms, conditions,
warranties or representations associated with such dealings or promotions, are solely between Client
and such third party. DataFox is not responsible or liable for any loss or damage of any sort incurred
by Client as the result of any Client’s dealings with or reliance on any such third party advertising,
promotions or information.
- INTELLECTUAL PROPERTY
- The Service and DataFox Content, including, without limitation, any and all logos, designs, text,
graphics, pictures, information, data, software, algorithms, sound files, other files, any selection
and arrangement of any of the foregoing and anything else provided by the Service are the proprietary
property of DataFox or its licensors and are protected by U.S. and international intellectual property
laws. The copyrights of the look and feel of the Service and DataFox Content are the sole and
exclusive property of DataFox. Client may not duplicate, copy, distribute or reuse any portion of the
HTML/CSS or visual design elements of the Service or DataFox Content without the prior written consent
of DataFox. Third Party Content is the property of its respective owners or their licensors.
- The DataFox name, logos and slogans are trademarks of DataFox. Without the prior written permission
from DataFox, Client may not: (i) copy, imitate or use, in whole or in part, any DataFox mark; or
(ii) use any metatags or any other “hidden text” utilizing “DataFox” or any other name, trademark or
product or service name of DataFox. The look and feel of the Service, including all page headers,
custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of
DataFox and may not be copied, imitated or used, in whole or in part, without DataFox’s prior written
permission. You may not remove, alter or obscure any copyright, trademark, service mark or other
proprietary rights notices incorporated in or accompanying the Service. All other trademarks, product
names and company names or logos mentioned by or appearing in the Service are the property of their
respective owners. Reference in the Service to any third party products, services, processes or other
information, by trade name, trademark, manufacturer, supplier or otherwise, does not constitute or
imply endorsement, sponsorship or recommendation thereof by DataFox.
- Client retains all proprietary rights to (i) Client’s data that may be input by Client, or otherwise
provided to DataFox, while using the Service, (ii) Client materials created by Client or for Client
by a third party using information provided by the Service, and (iii) content from Client’s CRM system
provided to DataFox (collectively, “Client Content”). Client hereby grants DataFox a
non-exclusive, worldwide, royalty-free license to use Client Content in providing the Service to Client.
- “Client Contributions” shall mean corrections, updates, improvements, feedback, data
or other changes to the Service that Client provides to DataFox. Client hereby grants DataFox a
non-exclusive, worldwide, perpetual, irrevocable, royalty-free license to use, copy, distribute,
display, modify and make derivative works from (i) such Client Contributions and (ii) contact
information and firmographic data included in Client Content (excluding Client-specific data).
- In accordance with the United States Digital Millennium Copyright Act, if Client or anyone else
(“Notice Giver”) accessing or using the Service believes that any material on the
Service violates Notice Giver’s intellectual property rights, Notice Giver should promptly send a
written notice to DataFox’s Copyright Agent (set forth below) containing the following information:
(i) a physical or electronic signature of the copyright owner or a person authorized to act on their
behalf; (ii) identification of the copyrighted work claimed to have been infringed;
(iii) identification of the material that is claimed to be infringing 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 DataFox to locate the material; (iv) the Notice Giver’s contact
information, including address, telephone number, and an email address; (v) a statement that the
Notice Giver has a good faith belief that use of the material in the manner complained of is not
authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information
in the notification is accurate, and, under penalty of perjury, that Notice Giver is authorized to
act on behalf of the copyright owner.
DataFox Copyright Agent: Bastiaan Janmaat, 835 Howard St., 2nd Floor, San Francisco, CA 94103, Email:
- “Confidential Information” means information disclosed by a party
(“Discloser”) to the other party (“Recipient”) that is marked
“Confidential,” or that is confirmed in writing to be confidential within 10 days of oral disclosure,
or that should reasonably be understood to be confidential. DataFox’s Confidential Information includes
the Service, DataFox Content and any business, product and service information not publicly known.
Client Confidential Information includes Client Content and all personally identifiable information
about any Client, any Authorized User or any employee of or person associated with Client, but excludes
Client Contributions. Confidential Information does not include any information that: (i) is or
becomes publicly known through no fault of the Recipient; (ii) was known to the Recipient prior to
disclosure by Discloser without violation of any confidentiality obligation to Discloser; (iii) is
received by Recipient from a third party with no duty of confidentiality; or (iv) is independently
developed by Recipient.
- Recipient will use the same degree of care to protect Discloser’s Confidential Information that it
uses to protect its own confidential information, but no less than reasonable care. Unless authorized
by Discloser, Recipient shall only use Confidential Information as needed to perform or exercise its
rights under these Terms of Service, and shall not disclose any Confidential Information to any third
party except to Recipient’s personnel and subcontractors requiring the Confidential Information to
perform or exercise Recipient’s rights under this agreement and who are bound by written confidentiality
obligations with respect to the Confidential Information which are at least as restrictive as these
Terms of Service. Recipient may disclose Confidential Information if compelled by law and directed to
do so by a court of competent jurisdiction, but will promptly give Discloser notice of such compelled
disclosure as permitted by law.
- Client will not be charged for the trial period starting from the date of the creation of Client’s
account. Charges will begin to accrue on the day after the trial period ends. Client payments shall
be non-refundable, except as provided in these Terms of Service or Client’s service agreement.
- Unless otherwise stated, DataFox’s fees do not include any taxes, levies, duties or similar
governmental assessments of any nature, including but not limited to value-added, sales, use or
withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction
(collectively, “Taxes”). Client is responsible for paying all Taxes associated with
Service purchases. If DataFox has the obligation to pay or collect Taxes for which Client is
responsible, the appropriate amount shall be invoiced to and paid by Client, unless Client provides
DataFox with a valid tax exemption certificate authorized by the appropriate taxing authority.
- REPRESENTATIONS AND WARRANTY DISCLAIMERS
- Each party represents that it has the legal authority to enter into this agreement and to abide by
these Terms of Service.
- EXCEPT AS PROVIDED IN THESE TERMS OF SERVICE, CLIENT’S USE OF THE SERVICE IS AT CLIENT’S SOLE RISK AND
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. Except as provided in these Terms of
Service, DataFox does not represent or warrant that: (i) the Service will meet Client’s 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, timely or reliable; (iv)
the quality of any products, services, information, or other material purchased or obtained by Client
through the Service will meet Client expectations; or (v) any errors in the Service will be corrected.
In particular, DataFox makes no representations or warranties of any kind with respect to any
Third Party Content, Third Party Apps or Third Party Sites.
- EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER PARTY MAKES ANY WARRANTY OF ANY KIND, WHETHER EXPRESS,
IMPLIED, STATUTORY OR OTHERWISE. EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING
ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE
EXTENT PERMITTED BY APPLICABLE LAW.
- LIMITATION OF LIABILITY
- NOTWITHSTANDING ANY PROVISION TO THE CONTRARY CONTAINED IN THESE TERMS OF SERVICE, AND EXCEPT FOR
DATAFOX’S CONFIDENTIALITY OBLIGATIONS HEREUNDER, DATAFOX’S TOTAL CUMULATIVE LIABILITY TO CLIENT FROM
ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY WILL BE LIMITED TO AND WILL NOT EXCEED AN
AMOUNT EQUAL TO THE FEES PAID TO DATAFOX BY CLIENT UNDER THIS AGREEMENT IN THE 12-MONTH PERIOD PRIOR
TO THE EVENT GIVING RISE TO THE CLAIM.
- EACH PARTY EXPRESSLY ACKNOWLEDGES AND AGREES THAT NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT,
INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO,
DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF A PARTY HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- The parties expressly acknowledge and agree that DataFox has set its fees and entered into the
agreement to provide the Service in reliance upon the limitations of liability specified herein, which
allocate the risk between Client and DataFox and form a basis of the bargain between the parties.
- TERM AND TERMINATION
- Unless either party provides the other party with written notice of termination at least sixty (60)
days prior to the expiration date, the Service Plan term will renew automatically and Client will be
charged accordingly. DataFox reserves the right to modify these Terms of Service, and the Service
Plan charges and fees, for the renewal term by giving Client written notice at least sixty (60) days
prior to the Service Plan expiration date, in which case the Service Plan term will renew automatically
and Client will be charged accordingly unless Client provides DataFox with written notice by the later
of (i) thirty (30) days from receipt of the DataFox notice or (ii) sixty (60) days prior to the
Service Plan expiration date.
- Either Party has the right to immediately terminate the use of the Service, and the license rights
provided hereunder, if the other Party breaches any provision of these Terms of Service and the
breaching Party fails to cure the breach within thirty (30) days after receiving written notice of
- DataFox, in its sole discretion, has the right to suspend or terminate Client’s account and refuse
any and all current or future use of the Service, if it reasonably determines that Client’s actions
are causing substantive harm to the Service or may cause material legal liability to DataFox, its
licensors or other customers. In the event of such termination, Client will be entitled to a refund
of fees paid, pro-rated for the remainder of any Service Plan term.
- Upon any expiration of Client’s Service Plan or termination or cancellation of Client’s account,
Client will promptly (i) cease using the Service; and (ii) cease using and will expunge any DataFox
Content and Third Party Content on Client’s platform obtained from the Service as may be required by
- The rights and obligations of the parties contained in Sections 2(h), 3(e), 4, 5, 7, 8, 9(d) and 10
will survive the termination or cancellation of Client’s account and access to the Service under
these Terms of Service.
- Client may not assign its rights and obligations under these Terms of Service, in whole or in part,
by operation of law or otherwise, without DataFox’s express prior written consent (which consent shall
not be unreasonably withheld); provided, however, Client may, by giving DataFox prior written notice,
assign this agreement to a Client Affiliate (as defined below) or to a successor entity in connection
with any reincorporation, merger, acquisition or other business combination; provided, further that,
if (i) DataFox is contractually prohibited by a DataFox vendor from providing the Service to such
successor entity or (ii) the successor entity is an actual or potential competitor of DataFox, then
DataFox may terminate this Agreement within thirty (30) days following notice of such intended
assignment by giving Client thirty (30) days advance written notice of such termination and will
refund all prepaid Service fees for the period affected by the termination. Any attempt to assign
this Agreement, without such consent, will be null and of no effect. Subject to the foregoing, this
Agreement will bind and inure to the benefit of each party's successors and permitted assigns.
DataFox may assign this Agreement without Customer’s consent to a successor entity in connection with
any reincorporation, merger, acquisition or other business combination, provided that (i) any assignee
fulfills the DataFox obligations set forth in these Terms of Service and (ii) the purchaser is not a
direct competitor of Client. For purposes of this Agreement, “Client Affiliate” shall
mean any other entity that, directly or indirectly, controls, or is controlled by, or is under common
control with Client.
- These Terms of Service will be governed by and construed in accordance with the laws of the State of
California excluding conflict of laws principles. The parties expressly agree that the United Nations
Convention on Contracts for the International Sale of Goods will not apply. Any legal action or
proceeding arising under this Agreement will be brought exclusively in the federal or state courts
located in the Northern District of California and the parties hereby irrevocably consent to personal
jurisdiction and venue therein.
- Except as expressly set forth in these Terms of Service, the exercise by either party of any of its
remedies hereunder will be without prejudice to its other remedies under these Terms of Service or
otherwise. The failure by either party to enforce any provision of these Terms of Service will not
constitute a waiver of future enforcement of that or any other provision.
- If for any reason a court of competent jurisdiction finds any provision of these Terms of Service
invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the
other provisions will remain in full force and effect.
- All notices required or permitted under these Terms of Service will be in writing and delivered by
courier or overnight delivery services, by electronic mail, or by certified mail, and in each instance
will be deemed given upon receipt. All communications will be sent to the addresses on file related to
Client’s account or to such other address as may be specified by either party to the other. Either
party may change its address for notices under this agreement by giving written notice to the other party.
- Neither party will be responsible for any failure or delay in its performance under these Terms of
Service (except for any payment obligations) due to causes beyond its reasonable control, including,
but not limited to, labor disputes, strikes, lockouts, shortages of or inability to obtain labor,
energy, raw materials or supplies, war, terrorism, riot, acts of God or governmental action.
- The parties under these Terms of Service are independent contractors and these Terms of Service do
not establish any relationship of partnership, joint venture, employment, franchise, or agency between
the parties. Neither party will have the power to bind the other or incur obligations on the other’s
behalf without the other’s prior written consent.
- Client agrees to comply fully with all applicable export laws and regulations of the United States
(“Export Laws”) to ensure that neither the Service, nor any direct product thereof
are: (i) exported or re-exported by Client directly or indirectly in violation of Export Laws; or (ii)
used by Client for any purposes prohibited by the Export Laws, including but not limited to nuclear,
chemical, or biological weapons proliferation.
- These Terms of Service, together with any referenced Service Plan and any other DataFox terms,
conditions and policies, constitute the complete and exclusive understanding and agreement between
the parties regarding its subject matter and supersedes all prior or contemporaneous agreements or
understandings, written or oral, relating to its subject matter. Any waiver, modification or amendment
of any provision of these Terms of Service will be effective only if in writing and signed by duly
authorized representatives of both parties.