TERMS OF SERVICE
Effective Date October 28th, 2020
These Terms of Service constitute an agreement (hereinafter the “Agreement”) applicable to your access to the website www.taskcontrol.net (hereinafter the “Site”) and use of our services, software, cloud system and other products (hereinafter collectively as the “Services”). This document is a legally binding agreement between you as the user of the Site (hereinafter referred to as “you”, “your” or “User”) and TaskControl listed in clause 2.1 below (hereinafter referred to as “we”, “our” or “TaskControl”).
The user acknowledges that, understands and agrees to be bound by its terms, and that the person signing on its behalf has been authorized to do so. The person executing this agreement on User’s behalf represents that he or she has the authority to bind User to these terms and conditions.
1. APPLICATION AND ACCEPTANCE OF THE TERMS
1.2 You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with TaskControl, or (b) you are not permitted to receive any Services under the laws of Argentina or other countries / regions including the country / region in which you are resident or from which you use the Services.
1.3 You acknowledge and agree that TaskControl may amend any Terms at any time by posting the relevant amended and restated Terms on the Site. By continuing to use the Services or the Site, you agree that the amended Terms will apply to you.
1.4 If we posted or provided a translation of the Spanish language version of the Terms, you agree that the translation is provided for convenience only and that the Spanish language version will govern your uses of the Services or the Site.
1.5 You may be required to enter into a separate agreement, whether online or offline, with TaskControl or our affiliate for any Service (“Additional Agreements”). If there is any conflict or inconsistency between the Terms and an Additional Agreement, the Additional Agreement shall take precedence over the Terms only in relation to that Service concerned.
2. PROVISION OF SERVICES
2.1 TaskControl that you are contracting with is registered in Drago 57, 8th Floor Dept. "F", 8000 Bahia Blanca, Buenos Aires, Argentina, who you agree may invoice you for their part of the Services.
2.2 You must register on the Site in order to access and use some Services. Further, TaskControl reserves the right, without prior notice, to restrict access to or use of certain Services (or any features within the Services) subject to any condition that TaskControl may impose in our discretion.
2.3 No warranty or representation is given that a particular Service or feature or function thereof or the same type and extent of the Service or features and functions thereof will be available for Users. We may in our sole discretion limit, deny or create different level of access to and use of any Services (or any features within the Services) with respect to different Users.
2.4 TaskControl may launch, change, upgrade, impose conditions to, suspend, or stop any Services (or any features within the Services) without prior notice except that in case of a fee-based Service, such changes will not substantially adversely affect the paying Users in enjoying that Service.
3. USERS GENERALLY
3.1 As a condition of your access to and use of the Site or Services, you agree that you will comply with all applicable laws and regulations when using the Site or Services.
3.2 You agree that (a) you will not copy, reproduce, download, re-publish, sell, distribute or resell any Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etcetera available on or through the Site (the “Site Content”), and (b) you will not copy, reproduce, download, compile or otherwise use any Site Content or Services for the purposes of operating a business that competes with TaskControl, or otherwise commercially exploiting the Site Content or Services. Systematic retrieval of Site Content from the Site to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from TaskControl is prohibited. Use of any content or materials on the Site for any purpose not expressly permitted in the Terms is prohibited.
3.4 You agree not to undertake any action to undermine the integrity of the software, computer systems or networks of TaskControl and/or any other User nor to gain unauthorized access to such computer systems or networks.
3.5 By posting or displaying any information, content or material (“Public User Content”) on the Site or providing any Public User Content to TaskControl or our representative(s), you grant an irrevocable, perpetual, worldwide, royalty-free, and sub-licensable (through multiple tiers) license to TaskControl to display, transmit, distribute, reproduce, publish, duplicate, adapt, modify, translate, create derivative works, and otherwise use any or all of the User Content in any form, media, or technology now known or not currently known, for any purpose which may be beneficial to the operation of the Site or the provision of any Services. You confirm and warrant to TaskControl that you have all the rights, power and authority necessary to grant the above license.
4. USER ACCOUNT
4.1 User must be registered on the Site to access or use some Services. Except with TaskControl’s approval, one User may only register one account on the Site. TaskControl may reject User’s application for registration for any reason.
4.2 Upon registering on the Site, TaskControl will assign an account to which User may enter with his / her email and password (the latter will be chosen by a User during registration).
4.3 Each User shall be solely responsible for maintaining the confidentiality and security of his or her password and all activities that occur in the account. No User may share, assign or permit use of the User account or password. The User agrees to notify TaskControl immediately if it becomes aware of any unauthorized use of its password or its account or any other breach of the security of its account.
4.4 User agrees that all activities that occur under your account (including without limitation, posting any information on the Site, upload any information through the Services, clicking to accept any Additional Agreements or rules, subscribing to or making any payment for any Services) will be deemed to have been authorized by the User.
4.5 User acknowledges that sharing of your account with other persons, or allowing multiple users to use your account (collectively, "multiple use"), may cause irreparable harm to TaskControl or other Users of the Site or the Services. User shall indemnify TaskControl, our affiliates, directors, employees, agents and representatives against any loss or damages (including but not limited to loss of profits) suffered as a result of the multiple use of your account. User also agrees that in case of the multiple use of your account or User’s failure to maintain the security of your account, TaskControl shall not be liable for any loss or damages arising from such a breach and shall have the right to suspend or terminate User’s account without liability to User.
4.6 If a User account is inactive during the course of 30 calendar days, this account can be 'disabled' and cannot be retrieved without a specific request to TaskControl, by the User of the Services.
5. USER’S RESPONSIBILITIES
5.1 Each User represents, warrants and agrees that you have full power and authority to accept the Terms, to grant the authorization and to perform the obligations hereunder;
5.2 User will be required to provide information as part of the registration process on the Site or your use of any Service or the User account. Each User represents, warrants and agrees that (a) such information whether submitted during the registration process or thereafter throughout the continuation of the use of the Site or Services is true, accurate, current and complete, and (b) you will maintain and promptly amend all information and material to keep it true, accurate, current and complete.
5.3 Each User represents, warrants and agrees that (a) you shall be solely responsible for obtaining all necessary third party licenses and permissions regarding any content that you submit or post as a Public User Content; (b) any Public User Content that you submit or post does not infringe or violate any of the copyright, patent, trademark, trade name, trade secrets or any other personal or proprietary rights of any third party (“Third Party Rights”);
5.4 Each User further represents, warrants and agrees that the Public User Content that you submit, shall:
a) be true, accurate, complete and lawful;
b) not be false, misleading or deceptive;
c) not contain information that is defamatory, libelous, threatening or harassing, obscene, objectionable, offensive, sexually explicit or harmful to minors;
d) not contain information that is discriminatory or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
e) not violate other Terms or any applicable Additional Agreements;
f) not violate any applicable laws and regulations or promote any activities which may violate any applicable laws and regulations;
g) not contain any link directly or indirectly to any other web sites which includes any content that may violate the Terms.
5.5 Each User further represents, warrants and agrees that you shall/are:
a) carry on your activities on the Site and Services in compliance with any applicable laws and regulations;
b) carry on your activities in accordance with the Terms and any applicable Additional Agreements;
c) not use the Services or Site to defraud any person or entity (including without limitation use of stolen credit/debit cards);
d) not impersonate any person or entity, misrepresent yourself or your affiliation with any person or entity;
e) not engage in spamming or phishing;
f) not engage in any other unlawful activities (including without limitation those which would constitute a criminal offence, give rise to civil liability, etcetera) or encourage or abet any unlawful activities;
g) not involve attempts to copy, reproduce, exploit or expropriate TaskControl’s various proprietary directories and databases;
h) not involve any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with, intercepting or expropriating any software or hardware system, data or personal information;
i) not involve any scheme to undermine the integrity of the data, systems or networks used by TaskControl and/or any user of the Site or gain unauthorized access to such data, systems or networks;
j) not engage in any activities that would otherwise create any liability for TaskControl or our affiliates.
5.6 User may not use the Services and User account to engage in activities which are identical or similar to TaskControl’s marketplace business.
5.7 TaskControl does not endorse, verify or otherwise certify the contents of any comments or information made by any User. Each User is solely responsible for the contents of their communications and may be held legally liable or accountable for the content of their comments or other information.
5.8 User acknowledges and agrees that each User is solely responsible for observing applicable laws and regulations in its respective jurisdictions to ensure that all use of the Site and Services are in compliance with the same.
6. BREACHES BY USERS
6.1 If any User breaches any Terms, or if TaskControl has reasonable grounds to believe that a User is in breach of any Terms, TaskControl shall have the right to take such disciplinary actions as it deems appropriate, including without limitation: (i) suspending or terminating the User’s account and any and all accounts determined to be related to such account by TaskControl in its discretion; (ii) restricting, downgrading, suspending or terminating the subscription of, access to, or current or future use of any Service; (iii) imposing other restrictions on the User’s use of any features or functions of any Service as TaskControl may consider appropriate in its sole discretion; and (iv) any other corrective actions, discipline or penalties as TaskControl may deem necessary or appropriate in its sole discretion.
6.2 Without limiting the generality of the provisions of the Terms, a User would be considered as being in breach of the Terms in any of the following circumstances:
a) TaskControl has reasonable grounds to suspect that such User has used a stolen credit card or other false or misleading information in any transaction,
b) TaskControl has reasonable grounds to suspect that any information provided by the User is not current or complete or is untrue, inaccurate, or misleading, or
c) TaskControl believes that the User’s actions may cause financial loss or legal liability to TaskControl or our affiliates or any other Users.
6.3 TaskControl reserves the right to cooperate fully with governmental authorities, private investigators and/or injured third parties in the investigation of any suspected criminal or civil wrongdoing. Further, TaskControl may disclose the User's identity and contact information, if requested by a government or law enforcement body, an injured third party, or as a result of a subpoena or other legal action. TaskControl shall not be liable for damages or results arising from such disclosure, and User agrees not to bring any action or claim against TaskControl for such disclosure.
6.4 TaskControl may, at any time and in our reasonable discretion, impose limitations on, suspend or terminate the User’s use of any Service or the Site without being liable to the User if TaskControl has received notice that the User is in breach of any agreement and such breach involves or is reasonably suspected of involving dishonest or fraudulent activities.
6.5 Each User agrees to indemnify TaskControl, our affiliates, directors, employees, agents and representatives and to hold them harmless, from any and all damages, losses, claims and liabilities (including legal costs on a full indemnity basis) which may arise from the use of any Services or the User Data, as well as the use of the Site or from your breach of the Terms.
6.6 Each User further agrees that TaskControl is not responsible, and shall have no liability to you or anyone else for any User Content (Public User Content or User Data) or other material transmitted over the Site or over the Services, including fraudulent, untrue, misleading, inaccurate, defamatory, offensive or illicit material and that the risk of damage from such material rests entirely with each User. TaskControl reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by the User, in which event the User shall cooperate with TaskControl in asserting any available defenses.
7.1 Use of the Services. During the Term, defined in clause 12.1 below. User may access and use the Services pursuant to: (a) the terms of any outstanding order for access to the Services (“Order”), including such features and functions as the Order requires; and (b) TaskControl’s policies posted on its Site, as such policies may be updated from time to time.
7.2 Documentation: User may reproduce and use TaskControl's standard manuals related to use of the Services (“Documentation”) solely as necessary to support Users’ use of the Services.
7.3 Service fees. User must pay to TaskControl the fee established in each Order (the "Subscription Fee") for each Term. TaskControl will not refund the Subscription Fee under any circumstances.
7.4 Services Revisions. TaskControl may revise the functions of the services at any time, including, without limitation, modification or deletion of subsequent functions and features or the reduction of service levels.
8. USER DATA
8.1 Use of User Data. Unless it receives User’s prior written consent, TaskControl: (a) shall not access, process, or otherwise use User Data other than as necessary to facilitate the Services; and (b) shall not intentionally grant any third party access to User Data, except subcontractors that are subject to a reasonable nondisclosure agreement. Notwithstanding the foregoing, TaskControl may disclose User Data as required by applicable law or by proper legal or governmental authority.
8.2 Risk of Exposure. User recognizes and agrees that hosting data online involves risks of unauthorized disclosure or exposure and that, in accessing and using the Services, User assumes such risks. TaskControl offers no representation, warranty, or guarantee that User Data will not be exposed or disclosed through errors or the actions of third parties.
8.3 Data Accuracy. TaskControl shall have no responsibility or liability for the accuracy of data uploaded to the Services by User, including without limitation User Data and any other data uploaded by Users.
8.4 Data Deletion. TaskControl may permanently erase User Data if User’s account is delinquent, suspended, deactivated or terminated for 30 days or more.
9. CONFIDENTIAL INFORMATION
9.1 “Confidential Information” refers to the following items that Taskcontrol discloses to User: (a) any document that TaskControl marks “Confidential”; (b) any information that TaskControl orally designates as “Confidential” at the time of disclosure, provided TaskControl confirms such designation in writing within 5 business days; (c) the Documentation, whether or not marked or designated confidential; and (d) any other nonpublic, sensitive information User should reasonably consider a trade secret or otherwise confidential. Notwithstanding the foregoing, Confidential Information does not include information that: (i) is in User’s possession at the time of disclosure; (ii) is independently developed by User without use of or reference to Confidential Information; (iii) becomes known publicly, before or after disclosure, other than as a result of User’s improper action or inaction; or (iv) is approved for release in writing by User. User is on notice that the Confidential Information may include TaskControl’s valuable trade secrets.
9.2 Nondisclosure. User shall not use Confidential Information for any purpose other than use the Services (the “Purpose”). User: (a) shall not disclose Confidential Information to any employee or contractor of User unless such person needs access in order to facilitate the Purpose and executes a nondisclosure agreement with User with terms no less restrictive than those of this section 9; and (b) shall not disclose Confidential Information to any other third party without TaskControl’s prior written consent. Without limiting the generality of the foregoing, User shall protect Confidential Information with the same degree of care it uses to protect its own confidential information of similar nature and importance, but with no less than reasonable care. User shall promptly notify TaskControl of any misuse or misappropriation of Confidential Information that comes to User’s attention. Notwithstanding the foregoing, User may disclose Confidential Information as required by applicable law or by proper legal or governmental authority. User shall give TaskControl prompt notice of any such legal or governmental demand and reasonably cooperate with TaskControl in any effort to seek a protective order or otherwise to contest such required disclosure, at TaskControl’s expense.
9.3. Injunction. User agrees that breach of this Article 9 would cause TaskControl irreparable injury, for which monetary damages would not provide adequate compensation, and that in addition to any other remedy, TaskControl will be entitled to injunctive relief against such breach or threatened breach, without proving actual damage or posting a bond or other security.
9.4. Retention of Rights. This Agreement does not transfer ownership of Confidential Information or grant a license thereto. TaskControl will retain all right, title, and interest in and to all Confidential Information.
10.1 Support Service Scope. Support services via email and chat from the Site are covered by this Agreement.
10.2 User Requirements. User responsibilities and/or requirements in support of this Agreement include:
- Payment for all support costs at the agreed interval.
- Description of the user to solve a problem or a request related to the service.
10.3 Service Availability. Coverage parameters specific to the service(s) covered in this Agreement are as follows:
- Email support ([email protected]): Monitored 9:00 am. to 5:00 pm. monday – friday (Argentina time)
- Emails received outside of office hours will be collected, however no action can be guaranteed until the next working day.
11. LIMITATION OF LIABILITY
11.1 USER ACCEPTS THE SITE AND SERVICES “AS IS” AND AS AVAILABLE, WITH NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR ANY IMPLIED WARRANTY ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING: (a) TASKCONTROL HAS NO OBLIGATION TO INDEMNIFY OR DEFEND USER OR USERS AGAINST CLAIMS RELATED TO INFRINGEMENT OF INTELLECTUAL PROPERTY; (b) TASKCONTROL DOES NOT REPRESENT OR WARRANT THAT THE SITE OR SERVICES WILL PERFORM WITHOUT INTERRUPTION OR ERROR; AND (c) TASKCONTROL DOES NOT REPRESENT OR WARRANT THAT THE SITE OR SERVICES ARE SECURE FROM HACKING OR OTHER UNAUTHORIZED INTRUSION OR THAT USER DATA WILL REMAIN PRIVATE OR SECURE.
11.2 Any material downloaded or otherwise obtained through the Site or any Service, including but not limited to, the Cloud, is done at each User's sole discretion and risk and each User is solely responsible for any damage to User’s computer system or TaskControl’s computer system or loss of data that may result from the download of any such material. No advice or information, whether oral or written, obtained by any User from TaskControl or through or from the Site shall create any warranty not expressly stated herein.
11.3 The Site may make available to User services or products provided by independent third parties. We do not have any control over their Services or Products and we do not have any liability for such third parties.
11.4 Each User hereby agrees to indemnify and save TaskControl, our affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from such User's use of the Site or Services or from your breach of any of the terms and conditions of the Terms. Each User hereby further agrees to indemnify and save TaskControl, our affiliates, directors, officers and employees harmless, from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) which may arise from User's breach of any representations and warranties made by User to TaskControl.
11.5 TaskControl is not responsible and shall have no liability for any material uploaded by Users, including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with each User. TaskControl reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by the User, in which event the User shall cooperate with TaskControl in asserting any available defenses.
11.6 TaskControl shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort, equity or otherwise or any other damages resulting from any of the following.
a) the use or the inability to use the Site or Services;
b) any defect in data, information or services;
c) violation of Third Party Rights or claims;
d) unauthorized access by third parties to data or private information of any User;
e) statements or conduct of any User of the Site; or;
f) any matters relating to Services however arising, including negligence.
g) use of the Site for hacking in any way possible current or in the future.
11.7 Notwithstanding any of the foregoing provisions, the aggregate liability of TaskControl, our employees, agents, affiliates, representatives or anyone acting on our behalf with respect to each User for all claims arising from the use of the Site or Services during any calendar year shall be limited to the greater of the amount of fees the User has paid to TaskControl during the calendar year. The preceding sentence shall not preclude the requirement by the User to prove actual damages. All claims arising from the use of the Site or Services must be filed within one (1) year from the date the cause of action arose or such longer period as prescribed under any applicable law governing this Term of Use.
11.8 The limitations and exclusions of liability to you under the Terms shall apply to the maximum extent permitted by law and shall apply whether or not TaskControl has been advised of or should have been aware of the possibility of any such losses arising.
11.9 TaskControl does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. You understand and acknowledge that the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications. You are responsible for any and all software and hardware requirements necessary or preferable for using the Services, including but not limited to acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto, as well as obtaining the data network access necessary to use the Services.
11.10 User shall defend, indemnify, and hold harmless TaskControl against any “Indemnified Claim,” meaning any third party claim, suit, or proceeding arising out of or related to User's alleged or actual use of, misuse of, or failure to use the Services, including without limitation: (a) claims by Users or by User's employees, as well as by User’s own customers (if any); (b) claims related to unauthorized disclosure or exposure of personally identifiable information or other private information, including User Data; (c) claims related to infringement or violation of a copyright, trademark, trade secret, or privacy or confidentiality right by written material, images, logos or other content uploaded to the Services through User’s account, including without limitation by User Data; and (d) claims that use of the Services through User’s account harasses, defames, or defrauds a third party or violates any other law or restriction. Indemnified Claims include, without limitation, claims arising out of or related to TaskControl’s negligence. User’s obligations set forth in this Section 10 include retention and payment of attorneys and payment of court costs, as well as settlement at User’s expense and payment of judgments. TaskControl will have the right, not to be exercised unreasonably, to reject any settlement or compromise that requires that it admit wrongdoing or liability or subjects it to any ongoing affirmative obligations.
12. TERM & TERMINATION
12.1. Term. The term of this Agreement (the “Term”) shall commence on the date User clicks “Accepted and Agreed To” on the Site (the “Effective Date”) and continue for the period set forth in the Order. Thereafter, the Term will renew for successive subscribed periods, unless either party refuses such renewal by written notice 30 or more days before the renewal date.
12.2. Termination for Cause. Either party may terminate this Agreement for the other’s material breach by written notice, effective in 30 days unless the other party first cures such breach. The breach referred to in this clause is based on a failure to abide by the Terms of Service set forth in this Agreement, the Privacy Policies, any other policy or rule set forth by TaskControl on the Site or any additional agreement online or offline.
12.3. Effects of Termination. Upon termination of this Agreement, User shall cease all use of the Service and delete, destroy, or return all copies of the Documentation in its possession or control. The following provisions will survive termination or expiration of this Agreement: (a) any obligation of User to pay fees incurred before termination; (b) Clauses and Sections related to (Intellectual Property), (Confidential Information), (Limitation of Liability), and (Indemnification); and (c) any other provision of this Agreement that must survive to fulfill its essential purpose.
13. FEES AND PAYMENT
13.1 All rights and privileges provided herein to you under these Terms of Service are subject to your payment of applicable fee, if any, to TaskControl, provided however, that TaskControl expressly reserves the right to provide the Services free of charge during the Term, and further provided, that TaskControl, solely at its own discretion and upon termination of this Agreement, may elect to provide the same or similar Services for a fee.
13.2 Payment for Services shall be at prices as agreed upon between you and TaskControl. TaskControl offers multiple Service Plans for Users, with different fees and functionality features for each plan ("Service Plan"). Payment for a Service Plan, if any, shall be made in advance and is non-refundable, that is there will be no refunds, full or partial.
13.3 For instance, if you cancel your subscription to your Service plan before it ends, you will still be responsible for paying any applicable fees for the remainder of the selected subscription period. All fees are exclusive of taxes, levies, or duties imposed by taxing authorities; you are responsible for paying any such applicable tax. You acknowledge that the amount billed for the subscription may vary for reasons that include, differing amounts due to promotional offers, differing amounts due to changes in your account, or changes in the amount of applicable sales tax, and you authorize us to bill you for such varying amounts.
13.4 In case of non-payment for any reason, TaskControl reserves the right to immediately bar the User's access to the Services.
14.1 TaskControl may offer certain software, to be used in conjunction with the Services, for downloading from or through this Website ("Software"). Such Software shall be licensed subject to the terms of the applicable End User License Agreement. Both the Software and any accompanying documentation made available through this Website are the copyrighted works of TaskControl. You must agree to the terms of the applicable end user license agreement prior to use of such Software.
14.2 Except as otherwise specifically provided herein or in the applicable end user license agreement or as otherwise agreed by TaskControl in writing, you may not use, copy, republish, frame, emulate, clone, download, transmit, rent, lease, loan, sell, assign, modify, distribute, license, sublicense, decompile, disassemble, create a derivative work, otherwise reverse engineer, or transfer the licensed program, or any subset of the Website, its products or services. Any such unauthorized use shall result in immediate and automatic termination of this license and may result in criminal and/or civil prosecution.
14.3 Warranties, if any, with respect to such software shall only apply as expressly set forth in the applicable end user license agreement. TaskControl hereby expressly disclaims all further representations and warranties of any kind, express or implied, including warranties of merchantability, fitness for any particular purpose or non-infringement with respect to the software. Without limiting the foregoing, TaskControl makes no warranty that: either the Services or Software will meet your requirements; either the Services or Software will be uninterrupted, timely, secure, or error-free.
14.4 Service and Software Updates. You recognize and agree to the condition that the Services will be updated and modified from time to time. These modifications may take the form of bug fixes, enhanced functions, new modules, changes in the user interface, conformity to new regulations, or other forms. Such updates and modifications can be made without advanced notice. If you download the Software, it may automatically download and install subsequent updates for such Software from TaskControl. These updates are designed to improve, enhance and further develop the Software and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit TaskControl to deliver these to you) as part of your use of the Software.
15. FORCE MAJEURE
15.1 Under no circumstances shall TaskControl be held liable for any delay or failure or disruption of the content or services delivered through the Site resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
16. INTELLECTUAL PROPERTY RIGHTS
16.1 TaskControl is the sole owner or lawful licensee of all the rights and interests in the Site and the Site Content, Services and any feature within the Services. The Site, Site Content and Services embody trade secrets and other intellectual property rights protected under worldwide copyright and other laws. All title, ownership and intellectual property rights in the Site and Site Content shall remain with TaskControl, our affiliates or licensors of the Site Content, as the case may be. All rights not otherwise claimed under the Terms or by TaskControl are hereby reserved.
16.2 " TaskControl " and related icons and logos are registered trademarks or service marks of TaskControl and are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.
16.3 TaskControl may have independent third parties involved in the provision of the Services (e.g., the authentication and verification service providers or payment platform). You may not use any trademark, service mark or logo of such independent third parties without prior written approval from such parties.
17.1 All legal notices or demands to or upon TaskControl shall be made in writing and sent to TaskControl personally to the following entity and address:TaskControl, Drago 57, 8th Floor "F" , 8000 Bahia Blanca, Buenos Aires, Argentina. The notices shall be effective when they are received by TaskControl in the above-mentioned manner.
18. GENERAL PROVISIONS
18.1 Subject to any Additional Agreements, the Terms constitute the entire agreement between you and TaskControl with respect to and govern your use of the Site and Services, superseding any prior written or oral agreements in relation to the same subject matter herein.
18.2 TaskControl and you are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms.
18.3 If any provision of the Terms is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall remain valid and be enforced.
18.4 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
18.5 TaskControl failure to enforce any right or failure to act with respect to any breach by you under the Terms will not constitute a waiver of that right nor a waiver of TaskControl’s right to act with respect to subsequent or similar breaches.
18.6 TaskControl shall have the right to assign the Terms (including all of our rights, titles, benefits, interests, and obligations and duties in the Terms to any person or entity (including any affiliates of TaskControl). You may not assign, in whole or part, the Terms to any person or entity.
18.7 These Terms shall be governed by and construed in accordance with the laws of Argentina, excluding its conflict of law rules. You further expressly consent and agree to submit to the exclusive jurisdiction and venue of a court of competent jurisdiction located in Buenos Aires, Argentina.
18.8 Should you choose to provide inputs, ideas and/or suggestions regarding problems with or proposed modifications or improvements to the Websites and Services (“Feedback”) then you hereby grant to us an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Websites and Services and create other products and services.
18.9 You grant us permission to include your name, logos, and trademarks in our promotional and marketing materials and communications.
18.10 We may offer "beta" versions or features of the Services (each, a "Beta Service"). Any production candidate or non-production version of Services or other version of the Services designated as a beta or testing version is considered a Beta Service under this TOS. We will determine, at our sole discretion, the availability, duration, features, and components of each Beta Service. If we permit you to use a Beta Service, you agree that information we provide relating to the Beta Service is Confidential Information, and you specifically agree, in addition to the other requirements set forth in this TOS, to not: (i) use the Beta Service for benchmarking or performance testing or to publicly disseminate performance information or analysis from any source relating to the Service; (ii) modify or create derivative works of the Beta Service or remove any product identification, proprietary, copyright or other notices contained in the Beta Service; or (iii) allow any other individual to access or use the Beta Service. We, at our sole discretion, shall determine whether or not to continue to offer any Beta Service, and may cease offering any Beta Service at any time.