Terms of Service
Last updated on July 15, 2020.
The Terms of Service (these “Terms” also referred to as this “Agreement”) govern your use of and access to the website https://fireapps.io/ (the “Site”), the applications, the features and other content (collectively, the “Services”) provided by FireApps (together with its Affiliates (as defined below), “we”, “us” or “our”) to you. Any new features or tools which are added to the current Services shall be also subject to the Terms of Service. For the purpose of these Terms, an “Affiliate” means, with respect to an entity, any other entity that controls, is controlled by, or is under common control with such entity, directly or indirectly. For the purposes of clarity, FireApps Affiliates include: FireApps, Transcy, Messent.
The terms “you,” “your” and “Client” and “Customer” will refer to you. These Terms govern your use of the Services. You must accept these Terms prior to downloading, installing, or using the Services. By downloading, installing, or using the Services, you signify your assent to these Terms. You can review the current version of the Terms of Service at any time at https://fireapps.io/terms-of-service. FireApps reserves the right to update and change the Terms of Service by posting updates and changes to the FireApps website. You are advised to check the Terms of Service from time to time for any updates or changes that may impact you. and if you do not accept such amendments, you must cease using the Services. If you are entering these Terms on behalf of a company or another legal entity, you represent that you have the authority to bind such entity and its affiliates to these Terms.
FireApps offers a package of solutions for customer reviews, personalized shipping information and offers, finding products and competitors, affiliate program, translation and currency conversion, SMS/MMS marketing (each also referred to as a “Product” and collectively as the “Products”). “Services,” as used in the Agreement, refers to your access to the Products. All content, data and other information that you submit to the Services through your use thereof, including, without limitation, such information as you may collect through the Services from End-Users (defined below), is “Your Content” for the purposes of this Agreement. Depending on the Products you are accessing, you may have access to the following functionality. If you are not accessing Products that offer the following functionality then the applicable terms do not apply:
1.1 User Generated Content – Certain Products enable you to collect, upload, transfer, organize and use Your Content that may include, without limitation, rating, textual, graphic, images, illustrations, audio clips and video clips, other user-generated content created or otherwise supplied by your customers, end users or parties with whom you interacts (collectively, “End-Users”) on your website, social media services, and third-party websites. An example of such functionality would be your use of the Product to display an End-User’s photo of your product on your website.
1.2 Customer Reviews – Certain Products enable you to invite End-Users to write reviews. “Reviews” are Your Content that may include, without limitation, opinions, product or service ratings or reviews, articles, written expressions, in any form or media, and/or any works of authorship created by the End-User, the you or any other third party and may, subject to the Agreement, include any Reviews that are imported through the Product from third-party sites.
1.3 Shipping Information and Offers – Certain Products enable you to configure campaigns and show any vital personalized information to End-Users such as shipping cost, shipping time, special discount, promotion, etc. which highly help them make decisions faster, decrease abandoned carts and increase sales. Your Content in these Products may include, without limitation, End-Users location, timezone, marketing and promotion messages, product related information.
1.4 Finding Products and Competitors – Certain Products enable you to find potential products, filter, sync, and import products easily from third-party sites, fulfill orders automatically. Your Content in these Products may include, without limitation, tracking ID, order ID, price, product images, product variants, supplier information, payment status, shipping method, phone number, or other information related to End-Users.
1.5 Affiliate Program – Certain Products enable you to provide End-Users with the ability to earn an incentive when the End-User (i) make a purchase on third-party sites and (ii) refers another End-User to install and use the Product. Your Content in the context of Affiliate includes information related to an End-User’s participation in an affiliate program (for example, the URL of the End-User’s store domain).
1.6 Translation and Currency Conversion – Certain Products enable you to provide targeted local language and currency match with End-User which hereby can increase satisfaction, happiness, and boost sales conversion.
1.7 SMS/MMS marketing – Certain Products enable you to engage with End-Users using SMS/MMS messages to send marketing and other messages regarding your products or services.
2. PROPRIETARY RIGHTS
2.1 Ownership – Neither party grants the other any rights or licenses not expressly set out in this Agreement. Except for FireApps’s rights under this Agreement, between the parties, you retain all intellectual property and other rights in its intellectual property and to Your Content provided to FireApps. FireApps and its licensors retain all intellectual property and other rights in and to each Product, the Services, and any deliverables and related FireApps technology, templates, documentation, help files, tutorials, formats and dashboards, including any modifications or improvements to these items made by FireApps, and the Usage Data (the “FireApps Materials”). If you provide FireApps with feedback or suggestions regarding the Service or other FireApps offerings, FireApps may use the feedback or suggestions without restriction or obligation.
2.2 Usage Data – FireApps may generate technical logs, data and learnings about your use and End-Users’ use of the Services (the “Usage Data”) and Your Content processed by the Services, and use such information to operate, analyze, improve and support the Services and for other lawful purposes. Except as required by law, FireApps will not disclose Usage Data externally, including in benchmarks or reports except in the aggregate.
3. LIMITED ACCESS AND LIMITED LICENSE TO YOUR CONTENT
3.1 Access to the Services – Subject to the terms and conditions set forth herein, you may access and use the Services only for your internal business purposes in accordance with the terms of this Agreement. Access to the Services is limited to your employees and contractors acting for the sole benefit of you (“Permitted Users”). You acknowledge and agree that you are not under the age of eighteen (18) years and you are of adult age in your jurisdiction and is permitted by that jurisdiction’s applicable law to use the Services. You also agree that you will not knowingly permit an End-User under the age of eighteen (18) years to use the Services without parental consent. FireApps may change, suspend, or discontinue the Services for any reason, at any time, including the availability of any feature or Content. FireApps will use reasonable efforts to ensure that the Services are available twenty-four hours a day, seven days a week. However, there will be occasions when the Services will be interrupted for maintenance, upgrades, and emergency repairs or due to failure of telecommunications links and equipment. Every reasonable step will be taken by FireApps to minimize such disruption where it is within FireApps’s reasonable control. FireApps will not be liable in any event to you or any other party for any suspension, modification, discontinuance, or lack of availability of the Site, the Services, the Usage Data, or other content.
3.2 License to Your Content – you grant to FireApps a worldwide, non-exclusive, transferable, revocable, royalty-free license to use, transfer, copy, reproduce, distribute, publicly perform, publicly display, digitally perform, modify, directly or through third parties, create derivative works of Your Content and otherwise use and commercially exploit Your Content in any media formats (i) to the extent necessary to provide you with access to and use of the Services in accordance with the terms of this Agreement, (ii) to comply with law, (iii) to detect, prevent and investigate security incidents, fraud, spam, or unlawful use of the Services, (iv) to address technical problems, address support requests, and attend to the proper working of the Services, (v) to protect the rights, property or safety of FireApps, its customers, its customers’ end users, and/or the public, for any other lawful purpose, including without limitation, for the purposes set forth in Section 2.2 hereof. Such license will apply to any form, media, or technology now known or hereafter developed.
4. LIMITATIONS OF USE
4.1 Your use of the Services shall be limited to your own internal business use. Except as specifically permitted herein, you shall not (i) sell, license (or sub-license), lease, assign, transfer, pledge, or share any of your rights under this Agreement with/to any other party, entity or person; (ii) transfer, distribute, copy all or any part of the Services and/or the FireApps Materials; (iii) refer to the Services by use of framing and/or deep-linking; (iv) make use of the Services or distribute any part thereof in any jurisdiction where same is illegal or where such use or distribution would subject FireApps to any registration requirement within such jurisdiction or country; (v) use, or encourage, promote, facilitate or instruct others to use the Services for any illegal, harmful or offensive use; (vi) promote any content, products, services, or other information that may be illegal to sell or promote under any applicable law or may reasonably be perceived to be unlawful, inflammatory, offensive, or otherwise inconsistent with the spirit of FireApps’s services, brand or image; (vii) transmit any viruses or other harmful, infringing, illegal, disruptive or destructive content, messages or files; (viii) access the Services through unauthorized means, including without limitation any data mining, robots/bots, or similar data gathering and extraction tools to extract for re-utilization of any parts of the Services; (ix) distribute, publish, send, or facilitate the sending of unsolicited mass messages, promotions, advertising, or solicitations (e.g. “spam”) including unlawful commercial advertising and informational announcements as further described in 4.2; (x) distribute, publish, send, or facilitate the sending of any inappropriate, inaccurate, misleading, fraudulent or otherwise illegal content or content which infringes intellectual property rights of third parties or their right for privacy; (xi) modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), make any attempt to discover the source code of the Services and/or any other software available therein or create derivative works thereof; (xii) remove any copyright, trademark or other proprietary rights notices contained in or on the Services; (xiii) remove, change or modify any trademarks from or attach any additional trademarks to the Services; (xiv) use the Services in a manner that subjects any part thereof to any obligation to disclose or distribute the source code thereof and/or that may cause others to have the right to modify or create derivative works thereof; or cause them to become redistributable at no charge. You are solely responsible for obtaining, paying for, repairing, and maintaining all the equipment, software, hardware, and services required for you to access to the Services.
5. YOUR OBLIGATIONS
5.1 Compliance with Law – you represent, warrant and covenant to FireApps that your use of the Services shall comply with the limitations of use in Section 4 and all applicable laws, rules or regulations of any jurisdiction, including, without limitation, those relating to (i) communication by telephone, text/SMS/MMS message or email for advertising, marketing or other purposes; (ii) monitoring or recording of electronic or telephonic communications; (iii) the privacy, security or protection of ‘personal data’ or ‘personal information’, as such terms are defined under privacy laws (collectively, “Personal Information”), including, without limitation, as applicable to the collection, storage, retention, processing, transfer, disclosure, sharing, disposal or destruction of Personal Information; or (iv) requirements for websites and mobile applications, online behavioral advertising, or online tracking technologies (collectively, “Laws”). Without limiting the foregoing, Laws include the Telephone Consumer Protection Act (“TCPA”), the Telemarketing and Consumer Fraud and Abuse Prevention Act, the Do-Not-Call Implementation Act, the Controlling the Assault of Non-Solicited Pornography and Marketing Act of 2003, the Children’s Online Privacy Protection Act (“COPPA”), the Federal Trade Commission Act, the California Consumer Privacy Act (“CCPA”), other state privacy, data security and breach notification laws, state consumer protection laws, the European Union’s General Data Protection Regulation (2016/679) (“GDPR”) and Privacy and Electronic Communications Directive 2002/58/EC (the “ePrivacy Directive”), the United Kingdom’s Data Protection Act 2018 (together with the GDPR, the ePrivacy Directive and any national legislation implementing either, “European Data Protection Law”), Canada’s Personal Information Protection and Electronic Documents Act, Canada’s Anti-Spam Legislation (S.C. 2010, c 23), and any legislation and/or regulation implementing or made pursuant to, or which amends, replaces, re-enacts or consolidates, any of the foregoing. For purposes of this Agreement, Laws also include the Cellular Telecommunications Industry Association (CTIA) Messaging Principles and any other applicable self-regulatory rules or codes of conduct, as amended from time to time, including, without limitation, such rules and guidelines issued by the Mobile Marketing Association and telecommunications providers.
5.3 Restricted Data – you shall ensure that Your Content does not include (i) protected health information regulated by the Health Insurance Portability and Accountability Act (“HIPAA”) or medical information governed by state healthcare privacy laws; (ii) Social Security numbers, driver’s license numbers or other government-issued identification numbers; (iii) financial information, banking account numbers or passwords, or information regulated by the Gramm-Leach-Bliley Act; (iv) payment card data regulated by the Payment Card Industry Data Security Standards; (v) biometric data regulated by biometric privacy laws; (vi) online account passwords, mother’s maiden name or date of birth, (vii) criminal history, (viii) racial, ethnic, political or religious affiliation, trade union membership, or information about sexual life or sexual orientation or other information that constitutes “special categories of data” regulated by the GDPR; or (ix) Personal Information of children under 13 years of age regulated by COPPA or under the age of consent for purposes of applicable privacy laws. FireApps shall have no liability with respect to such information, notwithstanding anything in the Agreement to the contrary.
5.4 Security – you shall use your best efforts to prevent unauthorized access to or use of the Services through you or your Permitted Users accounts, promptly notify FireApps of any unauthorized access or use and provide reasonable cooperation regarding information requests from law enforcement, regulators, or telecommunications providers.
5.5 Obligations Regarding Your Content – you acknowledge that the Services are provided by FireApps to you on a business-to-business basis, and that FireApps does not have a direct relationship with any End-User as a result of providing the Services to you hereunder. As a result, you acknowledge that FireApps relies on your rights to Your Content in order to provide the Services. you are solely responsible for the accuracy, content, and legality of Your Content. FireApps shall not be liable for Your Content, and shall be entitled, in its sole discretion, to edit or remove from the Services Your Content which FireApps reasonably believes to be inaccurate, inappropriate or otherwise not in compliance with the Agreement or applicable law. NOTHING IN THE AGREEMENT OBLIGATES FIREAPPS TO DISPLAY ANY YOUR CONTENT THAT FIREAPPS REASONABLY BELIEVES TO BE INACCURATE, INAPPROPRIATE OR OTHERWISE NOT IN COMPLIANCE WITH THE AGREEMENT OR APPLICABLE LAW OR TO USE SUCH YOUR CONTENT AT ALL OR IN A CERTAIN MANNER. You shall designate a copyright agent and implement a notice and takedown mechanism in compliance with the Digital Millennium Copyright Act (or other comparable applicable laws in jurisdictions outside of the United States), and you shall comply with any such takedown notice received in respect of Your Content, in each case, to the extent required by applicable law.
5.6 Rights in Your Content – you represent and warrant to FireApps that you have given all notices and obtained all rights consents, assignments, licenses, permissions and authorizations (including the waiver of any moral rights) necessary for you to transfer to FireApps and for FireApps to collect, use and share Your Content (and any Personal Information contained therein) as contemplated by this Agreement without violation or infringement of (i) any Laws; (ii) intellectual property, publicity, privacy or other rights; or (iii) any terms of service or other agreements governing Your Content or your activities relating to your use of the Services (including, without limitation, the Instagram Platform Policy).
5.8 Order Fulfillment – As between you and FireApps, you are solely responsible for all customer service, order fulfillment and returns, and payment of taxes or charges associated with any products or services that you sell or markets in connection with the domains listed on the FireApps Order Form.
5.9 Sending Messages to End-Users via the Services – To the extent that FireApps provides you with access to functionality that allows you to send you communications by telephone, text/SMS/MMS message or email to End-Users, including, without limitation, marketing and advertising communications (“Your Messages”), you agree not to send any unsolicited, commercial communications. Further, you acknowledge that you are solely responsible for all content of Your Messages created by or on behalf of you and for your compliance with all Laws in connection with your use of the Services to send Your Messages. Accordingly, and notwithstanding any representation or warranty disclaimer in the Agreement, you represent, warrant and covenant that: (i) all applicable lists of email addresses and/or phone numbers were created and/or shared with FireApps in a manner that complies with Laws; (ii) each End-User or other recipient of Your Messages or other communications has been given clear and conspicuous notice prior to the collection of his or her phone number, email address and/or other contact information that such information may be collected, used or shared to facilitate sending Your Messages to such recipient and as contemplated in this Agreement; and (iii) each End-User or other recipient of applicable communications has given all consents required by Law to receiving commercial email and other forms of communication, including, but not limited to consent to receive Your Messages. you acknowledge that the services may employ automated telephone dialing systems regulated by the TCPA to transmit Your Messages and you agree that such consents shall be sufficient to permit the Services’ use of such systems, including without limitation, to send messages for advertising and solicitation purposes.
5.10 Limits on Certain Messages – By using functionality to send Your Messages to End-Users, you agree to make End-Users aware of their right to opt-out of any future messages. You must use a valid telephone number. Phone numbers such as landline numbers that cannot receive SMS/MMS or text messages will not be eligible for the Services. you agree that FireApps reserves the right in its sole discretion to cap the number of Your Messages that may be sent in connection with the Services. You hereby acknowledge and agree that (i) FireApps merely plays a technical role in transmitting or routing Your Messages sent by you as a conduit, (ii) that you are the sender of Your Messages for purposes of Laws, (iii) FireApps has no relationship with or any obligation to any End-User or any other person or entity with to whom you provides services utilizing the Services (“End-User Services”), none of whom is a third-party beneficiary of the Agreement, and (iv) you shall have sole responsibility and liability for Your Messages and for compliance with any Laws related to End-User Services. FireApps may suspend or disable your ability to send messages through the Services at any time if FireApps, in its sole discretion, believes you are sending messages in violation of the terms of the Agreement.
6. SUSPENSION OF SERVICE
6.1 FireApps may suspend your access to the Service and related services if you breach Section 4 (Limitations on Use) or Section 5 (Your Obligations), or if your actions risk harm to other customers or the security, availability or integrity of the Service. Where practicable, FireApps will use reasonable efforts to provide you with prior notice of the suspension. Once you resolve the issue requiring suspension, FireApps will promptly restore your access to the Service in accordance with this Agreement. FireApps reserves the right, but is not obligated, to monitor and audit your use of the Services for any reason or no reason, without notice, to ensure your compliance with this Agreement.
7. REPRESENTATIONS AND WARRANTIES
7.1 In addition to representations and warranties made elsewhere in this Agreement, you represent and warrant to FireApps that: (i) you have, and will have at all times, all right, title and interest necessary to grant to FireApps any and all licenses granted by you or your End-Users or other third parties hereunder for the purposes contemplated by this Agreement, including from your End-Users or any third-party site for the use of Your Content; (ii) have all necessary rights, permits and licenses under all Laws, rules and regulations to operate and to promote, offer for sale, and sell all products or services offered or sold in connection with your store domains; (iii) Your Content complies, and will comply at all times during the term of this Agreement, with all Laws, rules and regulations, and the Agreement and does not and will not during the term of this Agreement infringe the rights of any third party, including any intellectual property rights; and (iv) you shall comply with all Laws, including without limitation, TCPA, CAN-SPAM Act and the Digital Millennium Copyright Act.
8. PRIVACY AND DATA PROTECTION
9.1 EXCEPT AS EXPRESSLY PROVIDED HEREIN: (I) ALL FIREAPPS MATERIALS, THE SERVICES (INCLUDING WITHOUT LIMITATION INSTALLATION, INTEGRATION AND IMPLEMENTATION SERVICES), AND THE PRODUCTS ARE PROVIDED BY FIREAPPS “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESSED OR IMPLIED; (II) TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, FIREAPPS DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE; (III) FIREAPPS DOES NOT WARRANT THAT THE FIREAPPS MATERIALS, THE SERVICES OR OTHER CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SERVER(S) THAT MAKE THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; AND (IV) FIREAPPS DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS THAT YOUR USE OF THE SERVICES WILL COMPLY WITH LAWS OR OTHERWISE RELATING TO THE USE OR THE RESULTS OF THE USE OF THE SERVICES, THE FIREAPPS MATERIALS OR OTHER CONTENT MADE AVAILABLE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU ARE RESPONSIBLE FOR EVALUATING THE CAPABILITIES AND FEATURES OF THE SERVICES AND MAKING ITS OWN DETERMINATION ABOUT WHETHER YOU ARE ABLE TO USE THE SERVICES IN COMPLIANCE WITH LAWS. YOU ARE RESPONSIBLE FOR TAKING ALL PRECAUTIONS YOU BELIEVE NECESSARY OR ADVISABLE TO PROTECT YOU AGAINST ANY CLAIM, DAMAGE, LOSS OR HAZARD THAT MAY ARISE BY VIRTUE OF YOUR USE OF OR RELIANCE UPON FIREAPPS’S WEBSITE, OR THE SERVICES. FIREAPPS ADDITIONALLY DISCLAIMS ALL WARRANTIES RELATED TO THIRD PARTY TELECOMMUNICATIONS PROVIDERS. THE SERVICES SHOULD NOT BE USED FOR EMERGENCY COMMUNICATIONS AND FIREAPPS WILL HAVE NO LIABILITY ARISING FROM SUCH USE.
9.2 YOU ACKNOWLEDGE, THAT EMAIL AND TEXT/SMS/MMS MESSAGES ARE INSECURE MEDIUMS THAT ARE GENERALLY NOT ENCRYPTED IN TRANSIT AND SECURITY OF INFORMATION TRANSMITTED THROUGH THE INTERNET CAN NEVER BE GUARANTEED AND, ACCORDINGLY, FIREAPPS IS NOT RESPONSIBLE FOR ANY INTERCEPTION OR INTERRUPTION OF ANY COMMUNICATIONS THROUGH THE INTERNET OR FOR CHANGES TO OR LOSS OF YOUR CONTENT IN CONNECTION WITH THE SERVICES.
9.3 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY WHERE SUCH LIMITATIONS ARE INAPPLICABLE.
10. LIMITATION OF LIABILITY
10.1 TO THE MAXIMUM PERMITTED UNDER LAW, UNDER NO CIRCUMSTANCES WHATSOEVER WILL FIREAPPS OR PARTNERS NOR ANY OF ITS OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSORS, SUBCONTRACTORS OR SUPPLIERS BE RESPONSIBLE OR LIABLE, UNDER ANY LEGAL THEORY, WHETHER BASED IN CONTRACT, TORT OR OTHERWISE, FOR ANY COMPENSATORY, DIRECT OR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION ANY LOST PROFITS AND LOST BUSINESS OPPORTUNITIES, BUSINESS INTERRUPTION, REVENUE, INCOME, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES OR SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES THAT RESULT FROM OR RELATE IN ANY MANNER WHATSOEVER TO THIS AGREEMENT OR THE MATTERS CONTEMPLATED HEREIN, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY, IN THE EVENT THAT FIREAPPS IS FOUND LIABLE OR RESPONSIBLE TO YOU FOR ANY CLAIM, LOSS, DAMAGE OR EXPENSE IN CONNECTION WITH THESE TERMS AND/OR THE MATTERS CONTEMPLATED HEREIN, FIREAPPS’S AGGREGATE LIABILITY TO YOU SHALL BE LIMITED TO $100.00.
10.2 SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY.
10.3 YOU RECOGNIZE AND AGREE THAT THE WARRANTY DISCLAIMERS AND LIABILITY AND REMEDY LIMITATIONS IN THESE TERMS ARE A MATERIAL BARGAINED-FOR BASIS OF THESE TERMS AND THAT THEY HAVE BEEN TAKEN INTO ACCOUNT AND REFLECTED IN THE DECISION BY FIREAPPS TO OFFER TO YOU AND BY YOU TO USE THE SERVICES.
11.1 You agree to defend, indemnify and hold FireApps and its respective owners, shareholders, directors, managers, officers, affiliates, employees, attorneys, agents and representatives harmless against any losses, expenses, costs, claims, and damages, including reasonable attorneys’ fees, experts’ fees and other reasonable costs (collectively, “Losses”) arising from, incurred as a result of, or in any manner related to any third-party claim resulting or arising from: (i) your breach of your representations and warranties contained herein, (ii) your or any End User’s use of the Services in violation of this Agreement, (iii) your failure to obtain all End User Consents and Permissions, (iv) Your Messages, (v) Your Content, (vi) your products and/or services; and/or (vii) your gross negligence, fraud, bad faith, or willful misconduct, regardless of any negligence on the part of FireApps.
12. THIRD PARTY PLATFORMS AND CONTENT
12.1 You may choose to use the Services with any platform, add-on, website(s), service or product not provided by FireApps that you elect to integrate or enable for use with the Services (“Third-Party Platforms”). Use of Third-Party Platforms is subject to your agreement with the relevant provider and not this Agreement. FireApps does not control and has no liability for Third-Party Platforms, including their security, functionality, operation, availability, or interoperability or how the Third-Party Platforms or their providers use any and all data including (without limitation) End-User data. If you enable a Third-Party Platform to integrate or otherwise operate in connection with the Services, you authorize FireApps to access and exchange Your Content and End-User data (including personally identifiable information) with the Third-Party Platform on your behalf.
13. TERMINATION AND EXTENSION
13.1 FireApps may terminate these Terms and your access to and use of the Services immediately without notice for any reason or no reason. Any fees paid hereunder are non-refundable. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnification obligations, and limitations of liability. Upon termination by FireApps, you shall immediately cease using the Services. The following Sections shall survive termination or expiration of the Terms: 2, 3.2, 6, 8, 10-15.
14. DISPUTE RESOLUTION
14.1 A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Any cause of action arising out of or related to the Services must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
14.2 This Agreement shall be governed by and construed in accordance with the laws of Vietnam. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by the state and federal courts located in Vietnam. Use of the Services is not authorized in any jurisdiction that does not give effect to all provisions of this Agreement, including without limitation, this section.
15.1 If any provision of the Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make enforceable and if such provision is determined to be invalid or unenforceable nonetheless, the provision shall be deemed to be severable from the remainder of the Agreement and shall not cause the invalidity or unenforceability of the remainder of the Agreement.
15.2 You acknowledge and agree that FireApps has the right, at any time and for any reason, to redesign or modify the FireApps Materials and other elements of the Services or any part thereof.
15.3 Prior notice of changes: FireApps may update these Terms of Service from time to time by providing you with prior written notice of material updates at least thirty (30) days in advance of the effective date. Notice will be given in your in-app notification or via an email to the email address owner of your account. This notice will highlight the intended updates. Except as otherwise specified by FireApps, updates will be effective upon the effective date indicated at the top of these Terms of Service. The updated version of these Terms will supersede all prior versions. Your acceptance: Following such notice, your continued access or use of the Services on or after the effective date of the changes to the Terms constitutes your acceptance of any updates. If you do not agree to any updates, you should stop using the Services. Exceptions: FireApps may not be able to provide at least thirty (30) days prior written notice of updates to these Terms that result from changes in the law or requirements from telecommunications providers.
15.4 No failure, delay or default in performance of any obligation of a party (other than a payment obligation) shall constitute an event of default or breach of this Agreement to the extent that such failure to perform, delay or default arises out of a cause, existing or future, that is beyond the control of such party, including action or inaction of governmental, civil or military authority; fire; strike, lockout or other labor dispute; flood, terrorist act; war; riot; theft; epidemic, pandemic or quarantine; earthquake, tornado or other natural disaster; failure or diminishment of power or telecommunications or data networks or services; distributed denial of service (DDoS) or other cyberattacks; or refusal of a license by a government agency. The party affected by such cause shall take all reasonable actions to minimize the consequences of any such cause.
15.5 Neither party may assign this Agreement without the prior written consent of the other party, not to be unreasonably withheld, provided that either party may assign or transfer this Agreement, without the prior written consent of the other party, to an affiliate or in connection with a sale or merger of all or substantially all of the assigning party’s business or assets. Any unauthorized assignment will be void and of no force or effect.
15.6 Except as expressly stated herein, nothing in this Agreement shall be considered as granting any rights to third parties. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.
15.7 FireApps may use subcontractors and permit them to exercise FireApps’s rights (including without limitation the provision of customer support), but FireApps remains responsible for their compliance with this Agreement and for its overall performance under this Agreement.
15.8 YOU AGREE THAT YOU MUST COMMENCE ANY CAUSE OF ACTION AGAINST FIREAPPS ARISING OUT OF OR RELATED TO THE SERVICES WITHIN THREE (3) MONTHS OF WHEN SUCH CAUSE OF ACTION AROSE. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.