Last revised on November 25, 2019
Processlabs Inc PO Box 191091 San Francisco, CA 94119
Processlabs Inc ("Processlabs") operates the Processlabs service, which we hope you use. If you use it, please use it responsibly. If you don't, we'll have to terminate your subscription. For paid plans, you'll be charged on a monthly or yearly basis depending on your plan. You can cancel anytime, but there are no refunds. You own all the imported or entered that you provide to Processlabs by any means and you're responsible for keeping it safe. The Terms of Service, the Processlabs Service, and our prices can change at any time. We'll warn you 30 days in advance of any price changes. We'll try to warn you about major changes to the Terms of Service or Processlabs, but we make no guarantees. That's the basic idea, but you must read through the entire Terms of Service below and agree with all the details before you use any of our sites (whether or not you have signed up).
This document is an adaptation of the Heroku Terms of Service, which is turn an adaptation of the Google App Engine Terms of Service. The original work has been modified with permission under the Creative Commons Attribution 3.0 License. Neither Heroku, Inc. nor Google, Inc. is connected with and they do not sponsor or endorse Processlabs or its use of the work. You're welcome to adapt and use this document for your own needs. If you make an improvement, we'd appreciate it if you would let us know so we can consider improving our own document.
Your use of the Processlabs Service is governed by this agreement (the "Terms", “Agreement”). This Agreement is entered into by and between Processlabs Inc. a Delaware C-Corp, (“Company”) and the business represented by the user or individual acting as employee of a business (“Customer”, “You”, or “Your”), with the date of the first login as the effective date (“Effective Date”) of this Agreement. The "Service" means the features and functionalities selected by the Customer that Processlabs makes available in our web sites (https://processlabs.ai/), our blog, our API, and any other software, sites, and services offered by Processlabs in connection to any of those. "Customer Data" means all data imported or entered by Customer by any means. "Content" means all content generated by Processlabs on your behalf (including metric data) and does not include Customer Data. In order to use the Service, You must first agree to the Terms. You understand and agree that Processlabs will treat Your use of the Service as acceptance of the Terms from that point onwards. Processlabs may make changes to the Terms from time to time. You may reject the changes by terminating Your subscription. You understand and agree that if You use the Service after the date on which the Terms have changed, Processlabs will treat Your use as acceptance of the updated Terms. If you have any question about the Terms, please contact us at email@example.com
• You may not use the Service if You are a person barred from receiving the Service under the laws of the United States or other countries, including the country in which You are resident or from which You use the Service.
• You may not use the service unless you are over the age of 13.
• You must be a human. Sign ups via automated methods are not permitted.
• You must provide accurate and complete registration information any time You register to use the Service.
• You are responsible for the security of Your passwords and for any use of Your user.
• Your use of the Service must comply with all applicable laws, regulations and ordinances.
• You agree to not engage in any activity that interferes with or disrupts the Service.
• Processlabs reserves the right to enforce quotas and usage limits (to any resources, including the API) at its sole discretion, with or without notice, which may result in Processlabs disabling or throttling your usage of the Service for any amount of time.
• The Service may be provided to You without charge up with certain limits or for a certain "trial" period of time.
• Usage over this limit (or after the "trial" period) or requires Your purchase of additional resources or services.
• For all purchased resources and services, we will charge Your credit card on a monthly or a yearly basis depending on the selected service plan.
• Payments are 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 subscription.
• Charges are solely based on Processlabs's measurements of Your use of the Service, defined as the number of members of your Processlabs Organization, unless otherwise agreed to in writing.
• 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.
• You acknowledge and agree that any credit card and related billing and payment information that You provide to Processlabs may be shared by Processlabs with companies who work on Processlabs's behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Processlabs and servicing Your subscription.
• Processlabs may change its fees and payment policies for the Service by notifying You at least thirty (30) days before the beginning of the billing cycle in which such change will take effect.
• This Agreement is effective on the Effective Date and continues indefinitely thereafter unless and until terminated according to the provisions of this Section.
• This Agreement will Auto Renew for additional one year periods at the expiration of the initial term unless (i) you provide Processlabs with written notice no later than 90 days prior to the end of the applicable Service Period or (ii) Processlabs provides You with written notice no later than ninety (90) days prior to the end of the applicable Services Period of its intention not to renew such Services.
• You must cancel Your subscription via https://processlabs.ai/ or via written notice to firstname.lastname@example.org. An email to any other email account or phone request to cancel Your subscription is not considered cancellation.
• You will not receive any refunds if You cancel Your subscription.
• All of Customer Data will be deleted from the Service within 90 days upon cancellation. • You agree that Processlabs, in its sole discretion and for any or no reason, may terminate or suspend Your subscription. You agree that any termination of Your access to the Service may be without prior notice, and You agree that Processlabs will not be liable to You or any third party for such termination.
• Processlabs claims no ownership or control over any Customer Data. • All Customer Data is exclusively owned by Customer. Company waives any claims to any Customer Data.
• You retain copyright and any other rights You already hold in the Customer Data and You are responsible for protecting those rights, as appropriate.
• You agree to assume full responsibility for configuring the Service to allow appropriate access to any Customer Data provided to the Service.
• You understand that private projects will display Customer Data to You and any collaborators that you designate for that project.
• You retain sole responsibility for any collaborators or third-party services that you allow to view Customer Data and entrust them at your own risk.
• Processlabs is not responsible if you fail to configure, or misconfigure, your project and inadvertently allow unauthorized parties to view any Customer Data.
You may choose to or we may invite You to submit comments or ideas about the Service, including but not limited to ideas about improving the Service or our products ("Ideas"). By submitting any Idea, You agree that Your disclosure is unsolicited and without restriction and will not place Processlabs under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to You, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.
The Service may include hyperlinks to other web sites or content or resources or email content. You acknowledge and agree that Processlabs is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
All of the content available on or through the Service, including without limitation, text, photographs, graphics, logos, trade/service marks, and/or audiovisual content, but expressly excluding Customer Data, is owned and/or controlled by Processlabs, or other licensors or Service users and is protected, as applicable, by copyright, trademark, trade dress, patent, and trade secret laws, other proprietary rights, and international treaties. You acknowledge that the Service and any underlying technology or software used in connection with the Service contain our proprietary information. Subject to and conditioned upon your compliance with these Terms of Service, we grant to you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to You by Processlabs as part of the Service as provided to You by Processlabs. This license is for the sole purpose of enabling You to use and enjoy the benefit of the Service as provided by Processlabs, in the manner permitted by the Terms. You may not (and You may not permit anyone else to): (a) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Service or any part thereof, unless this is expressly permitted or required by law, or unless You have been specifically told that You may do so by Processlabs, in writing (e.g., through an open source software license); or (b) attempt to disable or circumvent any security mechanisms used by the Service. Open source software licenses for components of the Service released under an open source license constitute separate written agreements. To the limited extent that the open source software licenses expressly supersede these Terms of Service, the open source licenses govern Your agreement with Processlabs for the use of the components of the Service released under an open source license. You may not use the Service in any manner that could damage, disable, overburden or impair our servers or networks, or interfere with any other users' use or enjoyment of the Service. You may not attempt to gain unauthorized access to any of the Service, member accounts, or computer systems or networks, through hacking, password mining or any other means. Without limiting anything else contained herein, you agree that you shall not (and you agree not to allow any third party to):
• remove any notices of copyright, trademark or other proprietary rights contained in/on or accessible through the Service or in any content or other material obtained via the Service;
• use any robot, spider, crawler, website search/retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Service;
• reformat or frame any portion of the web pages that are part of the Service; • use the Service for commercial purposes not permitted under these Terms;
• create users by automated means or under false or fraudulent pretenses; • attempt to defeat any security or verification measure relating to the Service;
• provide or use tracking or monitoring functionality in connection with the Service, including, without limitation, to identify other users’ actions or activities;
• impersonate or attempt to impersonate Processlabs or any employee, contractor or associate of Processlabs, or any other person or entity; or
• collect or store personal data about other users in connection with the prohibited activities described in this paragraph.
Processlabs respects the intellectual property of others and requires that our users do the same. It is our policy to terminate the membership of repeat infringers. If you believe that material or content residing on or accessible through the Service infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Copyright Agent listed below:
• 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 claimed infringing material and information reasonably sufficient to permit us to locate the material on the Processlabs Service (providing the URL(s) of the claimed infringing material satisfies this requirement);
• information reasonably sufficient to permit us to contact you, such as an address, telephone number, and an email address;
• a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
• a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf; and
• your physical or electronic signature.
Our Designated Copyright Agent for notification of claimed infringement can be reached by email at: email@example.com
The Service may contain advertisements and/or links to other websites (“Third Party Sites”). Processlabs does not endorse, sanction or verify the accuracy or ownership of the information contained in/on any Third Party Site or any products or services advertised on Third Party Sites. If you decide to leave the Site and navigate to Third Party Sites, or install any software or download content from any such Third Party Sites, you do so at your own risk. Once you access a Third Party Site through a link on our Site, you may no longer be protected by these Terms of Service and you may be subject to the terms and conditions of such Third Party Site. You should review the applicable policies, including privacy and data gathering practices, of any Third Party Site to which you navigate from the Site, or relating to any software you use or install from a Third Party Site. Concerns regarding a Third Party Site should be directed to the Third Party Site itself. Processlabs bears no responsibility for any action associated with any Third Party Site.
IF YOU ACCESS THE SERVICE, YOU DO SO AT YOUR OWN RISK. WE PROVIDE THE SERVICE “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE.” WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL SUCH WARRANTIES, INCLUDING ALL STATUTORY WARRANTIES, WITH RESPECT TO THE SERVICE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES THAT THE SERVICE IS MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE EFFECTIVE, RELIABLE OR ACCURATE OR WILL MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICE (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT TIMES OR LOCATIONS OF YOUR CHOOSING. WE ARE NOT RESPONSIBLE FOR THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF INFORMATION PROVIDED BY ANY OTHER USERS OF THE SERVICE OR ANY OTHER DATA OR INFORMATION PROVIDED OR RECEIVED THROUGH THE SERVICE. EXCEPT AS EXPRESSLY SET FORTH HEREIN, PROCESSLABS MAKES NO WARRANTIES ABOUT THE INFORMATION SYSTEMS, SOFTWARE AND FUNCTIONS MADE ACCESSIBLE BY OR THROUGH THE SERVICE OR ANY SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION. PROCESSLABS DOES NOT WARRANT THAT THE SERVICE WILL OPERATE ERROR-FREE, THAT ERRORS IN THE SERVICE WILL BE FIXED, THAT LOSS OF DATA WILL NOT OCCUR, OR THAT THE SERVICE OR SOFTWARE ARE FREE OF COMPUTER VIRUSES, CONTAMINANTS OR OTHER HARMFUL ITEMS. UNDER NO CIRCUMSTANCES WILL PROCESSLABS, ANY OF OUR AFFILIATES, DISTRIBUTORS, PARTNERS, LICENSORS, AND/OR ANY OF OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS, OR OTHER REPRESENTATIVES BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE SERVICE.
YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS THE CANCELLATION OF YOUR REGISTRATION. IN NO EVENT SHALL OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF YOUR USE OF THE SERVICE, REGARDLESS OF THE FORM OF ACTION, EXCEED THE TOTAL AMOUNT OF FEES PAID BY CUSTOMER TO COMPANY HEREUNDER FOR THE PRIOR 12 MONTH PERIOD. IN NO EVENT SHALL WE BE LIABLE TO YOU (OR TO ANY THIRD PARTY CLAIMING UNDER OR THROUGH YOU) FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES OR ANY BODILY INJURY, EMOTIONAL DISTRESS, DEATH OR ANY OTHER DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE, WHETHER ONLINE OR OFF-LINE, OR OTHERWISE IN CONNECTION WITH THE SERVICE. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL OR BUSINESS REPUTATION, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, ANY OTHER COMMERCIAL DAMAGES OR LOSSES, OR ANY PERSONAL INJURY OR PROPERTY DAMAGES, EVEN IF WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
You agree to hold harmless and indemnify Processlabs, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners (collectively "Processlabs and Partners") from and against any third party claim arising from or in any way related to (a) Your breach of the Terms, (b) Your use of the Service, (c) Your violation of applicable laws, rules or regulations in connection with the Service, or (d) Your Customer Data, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Processlabs will provide You with written notice of such claim, suit or action.
The Terms of Service shall be deemed to have been entered into and shall be construed and enforced in accordance with the laws of the State of California as applied to contracts made and performed entirely within California, without giving effect to any conflicts of law statutes. Any controversy, dispute or claim arising out of or related to the Terms of Service or the Service shall be settled by final and binding arbitration to be conducted by an arbitration tribunal in the State of California, pursuant to the rules of the American Arbitration Association. Any and all disputes that you may have with Processlabs shall be resolved individually, without resort to any form of class action.
The Terms constitute the whole legal agreement between You and Processlabs and govern Your use of the Service and completely replace any prior agreements between You and Processlabs in relation to the Service. If any part of the Terms of Service is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The failure of Processlabs to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. You agree that if Processlabs does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Processlabs has the benefit of under any applicable law), this will not be taken to be a formal waiver of Processlabs's rights and that those rights or remedies will still be available to Processlabs. Processlabs shall not be liable for failing or delaying performance of its obligations resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood or other acts of God, labor conditions, power failures, and Internet disturbances. Customer acknowledges that Processlabs may refer to Customer by trade name and trademark, and may briefly describe Customer’s Business in the Company’s marketing materials and website. Customer hereby grants the Company a license to use any Customer trade names and trademarks solely in connection with the rights granted to the Company pursuant to this Section. We may assign this contract at any time to any parent, subsidiary, or any affiliated company, or as part of the sale to, merger with, or other transfer of our company to another entity. This page was lasted updated on 11/26/2019.