Assembla.com Terms of ServiceWelcome to Assembla.com, which is owned and operated by Assembla, Inc. ("Assembla") of Needham, MA. By using the Assembla.com web site and the features and services available through Assembla.com ("Service"), you are agreeing to be bound by the following terms and conditions ("Terms of Service"), so please read them carefully. If you have any questions, please contact us at support@Assembla.com.
Account Terms1. You must be 13 years or older to use this Service.
2. You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
3. You must provide a valid email address, and any other information requested in order to complete the signup process.
4. Your login, and any user login, may only be used by one person. A single login shared by multiple people is not permitted. A Subscriber may create separate logins for as many people as the Subscriber's plan allows.
5. You are responsible for maintaining the security of your account and password. Assembla cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
6. You are responsible for all Content posted and activity that occurs under your account (even when Content is posted by others who have accounts under your account).
7. You may not use the Service for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright or trademark laws).
8. Assembla provides both free and paid accounts. Any account may be terminated at any time at the sole discretion of Assembla. Possible reasons for termination include, but are not limited to, distribution of unsolicited email or other messages (spam); distribution of worms, viruses, or any code of destructive nature, use of unlicensed copywrited materials, lack of use, or excessive load due to file distribution.
Subscription Payment Terms1. Assembla offers a free trial of a paid subscription. You will be charged after your trial period is over. You will not be billed if you cancel before this first charge. After the free trial, you will be billed on your anniversary date each month, if you select a monthly subscription, and each year, if you select an annual subscription.
2. All subscription 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, excluding only United States (federal or state) taxes arising from Assembla's net income.
3. For any upgrade or downgrade in plan level, your credit card that you provided will automatically be charged the new rate on your next billing cycle. For upgrades, a pro-rated fee for the current billing cycle may be immediately charged.
Refund Policy1. The Service is billed in advance on either a monthly or yearly basis, depending on your billing selection. Any amount paid for the Service is non-refundable unless requested in writing within thirty days of original date of purchase. After the 30-day period, no refunds will be available.
2. In monthly billing cycle, for any upgrade or downgrade in plan level , the provided Credit Card will be automatically charged based on new price on your next billing cycle.
Modifications to the Service and Prices1. Assembla reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice.
2. Prices of all Services, including but not limited to monthly subscription plan fees to the Service, are subject to change upon 30 days notice from us. Such notice may be provided at any time by posting the changes to the Assembla Site (Assembla.com) or the Service itself.
3. Assembla shall not be liable to User or to any third party for any modification, price change, suspension or discontinuance of the Service.
Cancellation and Termination1. User is solely responsible for properly canceling his/her account. An email or phone request to cancel User's account is not considered cancellation. User can cancel their account at any time by clicking on the Account link in the global navigation bar at the top of the screen. The Account screen provides a simple no questions asked cancellation link.
2. All of the User's content will be immediately deleted from the Service upon cancellation. A restoration fee of $99 per space or repository will be collected for any data deleted by the customer.
3. If a User cancels the Service before the end of the current paid up month, the cancellation will take effect immediately and the User will not be charged again.
4. Assembla, in its sole discretion, has the right to suspend or terminate User's account and refuse any and all current or future use of the Service, or any other Assembla service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of User's Account or User's access to the Account, and the forfeiture and relinquishment of all Content in User's Account. Assembla reserves the right to refuse service to anyone for any reason at any time.
Copyright and Content Ownership1. Assembla claims no copyright or other ownership rights in the Content you upload to the Service.
2. By uploading or otherwise providing Content to Assembla.com, You grant to Assembla a non-exclusive, royalty-free, paid-up right and license to use, reproduce, display and distribute such Content on Assembla.com in connection Assembla's provision of the Services to such persons as you may authorize.
3. You hereby represent and warrant that you have all intellectual property and other rights necessary concerning any Content posted by You on Assembla.com.
4. Assembla does not pre-screen Content, but Assembla has the right (but not the obligation) to remove any Content or accounts containing Content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or Content that violates the intellectual property of any third party or these Terms of Service.
5. You understand and agree that Assembla cannot be responsible for the Content posted on the Service and you may be exposed to objectionable materials. You agree to use the Service at your own risk.
7. By submitting comments, feedback, bug reports, product suggestions to Assembla you acknowledge and agree that Assembla is free to use any ideas, concepts, know-how or techniques that you provide for any purpose without any compensation to you.
It is necessary to share information in order to investigate, prevent, or take action regarding illegal activities, suspected fraud, situations involving potential threats to the physical safety of any person, violations of these Terms of Service, or as otherwise required by law.
RESTORATION OF DELETED DATA
In most cases we can restore your space or repository data if you delete it accidentally. There is a $99 fee per space or repository for this service. Please submit a support ticket at http://www.assembla.com/spaces/AssemblaSupport/support/tickets.
INFORMATION GATHERING AND USAGE
When you register for Assembla we ask for information such as your name, company name, email address, billing address, credit card information. Members who sign up for the free account are not required to enter a credit card.
Assembla uses collected information for the following general purposes: products and services provision, billing, identification and authentication, services improvement, customer support, notifications of changes and new features, and research.
The Assembla application sends emails about activity in your workspaces. You can change the settings on the workspace “Stream” page to stop these emails. Assembla sends email newsletters, as frequently as once every 30 days, informing costumers about new features. You can opt-out of this newsletter by following the included link, and you will not receive any future newsletter emails.
A cookie is a small amount of data, which often includes an anonymous unique identifier, that is sent to your browser from a web site's computers and stored on your computer's hard drive.
Cookies are required to use the Assembla service.
Assembla uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run Assembla. The physical location of this storage has SAS 70 level protection. Although Assembla owns the code, databases, and all rights to the Assembla application, you retain all rights to your data.
Assembla may disclose personally identifiable information under special circumstances, such as to comply with subpoenas or when your actions violate these Terms of Service.
Other Terms1. Use of the Service is at your sole risk. The service is provided on an “as is” and “as available” basis.
2. Technical support is only provided to paying account holders and is available via email, or by phone during specified hours.
3. You understand that Assembla uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.
4. You must not modify, adapt or hack the Service or modify another website so as to falsely imply that it is associated with the Service, Assembla, or any other Assembla service.
5. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by Assembla.
6. Assembla may, but has no obligation to, remove Content and Accounts containing Content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
7. Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Assembla customer, employee, member, or officer will result in immediate account termination.
8. You understand that the technical processing and transmission of the Service, including Content, may be transfered unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
9. Assembla does not warrant that (i) the service will meet your specific requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained through the service will meet your expectations, and (v) any errors in the Service will be corrected.
10. You expressly understand and agree that Assembla shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Assembla has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of User's transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the service.
11. The failure of Assembla to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between User and Assembla and govern User's use of the Service, superceding any prior agreements between you and Assembla (including, but not limited to, any prior versions of the Terms of Service).
12. You agree to indemnify, hold harmless, and defend the Assembla, its officers, directors, employers, agents, suppliers, licensors, and third party information providers, or other related parties from and against all losses, damages, costs, and attorney’s fees (“Claims”) resulting from violation of these Terms or any action, whether intentional, malicious, inadvertent, wrongful or negligent, related to your account, your use of the Services or any other person or persons who uses your account. Assembla does NOT indemnify you against such Claims made against you by others as a result of your use of the Services.
13. You expressly agrees that Assembla shall have no liability or obligation, whether arising from contract, tort, warranty, or otherwise, for any loss of revenue, profit, data, use of money, use of time, or for any incidental, consequential, special, or indirect damages, foreseen, foreseeable, unforeseeable, or otherwise, arising from your use of the Services, to the extent allowed by law. This limitation applies to all claims or causes of action including but not limited to those arising from Service availability, your access and use of third party services, content or software, or any other matter relating to the Services. You agree that the Assembla's liability for all causes of actions relating to these Terms and any matters relating to the Assembla's delivery of, or your use of the Services shall not exceed the monies paid to Assembla in the 12 months preceding the proper service of the cause of action.
14. You agree that if any term in this Agreement is deemed to be invalid, unlawful or unenforceable for any reason, all other terms shall remain in force.
15. Any controversy or claim arising out of or relating to this Agreement, the formation of this Agreement or the breach of this Agreement, including any claim based upon arising from an alleged tort, shall be governed by the substantive laws of the State of Massachusetts. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. Any suit, action or proceeding concerning this Agreement must be brought in a state or federal court located in Norfolk County, Massachusetts. Each of the parties hereby irrevocably consents to the exclusive jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocably waives, to the fullest extent permitted by applicable law, any objection which it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that any such suit, action or proceeding which is brought in any such court has been brought in an inconvenient forum.
16. You agree that the only way to waive rights under these Terms is explicitly and in writing. Any failure to enforce any right under this agreement will not waive that right.
17. You agree that the agreement under these Terms shall remain in effect for as long as Customer subscribes to, renews, or uses the Services. You agree that this agreement can only be terminated by you after you have stopped using the Services and have paid all monies owed to Assembla. You agree that Assembla can terminate this agreement at any time with or without cause, if Assembla has reason to believe that you are violating the Terms in any way, or if the Service is permanently discontinued. Each renewal of Services shall again be subject to these or modified Terms in effect at the time of renewal.
18. All notices and demands required or contemplated hereunder by one party to the other shall be in writing and shall be deemed to have been duly made and given upon date of delivery if delivered in person or by an overnight delivery or postal service, upon receipt if delivered by facsimile the receipt of which is confirmed by the recipient, or upon the expiration of five days after the date of posting if mailed by certified mail, postage prepaid, to the addresses or facsimile numbers set forth below the parties’ signatures. Either party may change its address or facsimile number for purposes of this Agreement by notice in writing to the other party as provided herein. Assembla only may give written notice to User via electronic mail to the User's electronic mail address as maintained in the User's billing records.
19. Neither party is liable for any default or delay in the performance of any of its obligations under this Agreement (other than failure to make payments when due) if such default or delay is caused, directly or indirectly, by forces beyond such party’s reasonable control, including, without limitation, fire, flood, acts of God, labor disputes, accidents, acts of war or terrorism, interruptions of transportation or communications, supply shortages or the failure of any third party to perform any commitment relative to the production or delivery of any equipment or material required for such party to perform its obligations hereunder.
20. Except as otherwise expressly provided in this Agreement, nothing in this Agreement is intended, nor shall anything herein be construed to confer any rights, Terms or equitable, in any Person other than the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, User acknowledges and agrees that any supplier of third-party product or service that is identified as a third-party beneficiary in the Services, is an intended third-party beneficiary of the provisions set forth in this Agreement as they relate specifically to its products or services and shall have the right to enforce directly the terms and conditions of this Agreement with respect to its products or services against User as if it were a party to this Agreement.
21. User may not export, re-export, transfer or make available, whether directly or indirectly, any regulated item or information to anyone outside the United States in connection with this Agreement without first complying with all export control laws and regulations which may be imposed by the United States
22. Questions about these Terms of Service should be sent to firstname.lastname@example.org.