THIS AGREEMENT GOVERNS CUSTOMER'S PURCHASE AND USE OF SERVICES. BY ACCESSING OR USING SERVICES, CUSTOMER AGREES TO THE TERMS OF THIS AGREEMENT. IF THE INDIVIDUAL ACCEPTING THIS AGREEMENT IS ACCEPTING ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, SUCH INDIVIDUAL WARRANTS AND REPRESENTS THAT THEY ARE OVER 18 YEARS OF AGE AND HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS.
This Agreement is effective between Customer and HCMevolve (1080 Agile PTY LTD) as of the date of Customer accepting this Agreement.
Acceptable Use Policy means the HCMevolve policy published at hcmevolve.com/legal.
Affiliate means any entity that directly or indirectly Controls, is Controlled by, or is under common Control with the subject entity.
Authorized User means individuals who are authorized by Customer to access the Services and have accepted the User Terms.
Customer Data means electronic data and information submitted by or on behalf of Customer or an Authorized User to the Services.
Services means the products and services Ordered by Customer, including associated offline or mobile components.
Subscription Term means the term of a subscription for Purchased Services and includes any renewal or extension of the term of a subscription.
2.1 Provision of Purchased Services. HCMevolve will make the Services available to Customer pursuant to this Agreement and the applicable Order, provide applicable standard support for the Purchased Services to Customer at no additional charge, and use commercially reasonable efforts to make the online Purchased Services available 24 hours a day, 7 days a week, except for planned downtime and unavailability caused by circumstances beyond HCMevolve's reasonable control.
2.3 Customer Data. Customer will collect any necessary consent and do all such other things as are required under applicable laws in order for Customer to disclose Customer Data to HCMevolve, and for HCMevolve to process that Customer Data, for the purposes of this Agreement.
3.5 Customer Responsibilities. Customer will be responsible for Authorized Users' compliance with this Agreement and for all acts or omissions of the Authorized Users, and for the accuracy, quality and legality of Customer Data.
3.6 Restrictions. Customer will not sell, resell, license, sublicense, distribute, rent, lease, transfer or provide access to any Service to a third party, or use a Service to store or transmit infringing, libelous, or otherwise unlawful or tortious material.
Customer will pay all fees specified in an Order. Except as otherwise specified herein or in an Order, payment obligations are non-cancellable and fees paid are non-refundable. HCMevolve may change the fees payable by Customer in accordance with the Pricing Policy.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, ALL SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND HCMevolve EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF HCMevolve TOGETHER WITH ALL OF ITS AFFILIATES ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE TOTAL AMOUNT PAID BY THE CUSTOMER AND ITS AFFILIATES UNDER THIS AGREEMENT FOR THE SERVICES GIVING RISE TO THE LIABILITY IN THE TWELVE MONTHS BEFORE THE FIRST CAUSE OF ACTION AROSE.
13.9 Governing Law. All matters are governed by the Laws of State of Victoria, Australia. The applicable HCMevolve contracting entity for all regions is 1080 Agile Pty Limited.
Contact: Email: admin@hcmevolve.com