Publication date 08/21/2019
This Agreement is a public Agreement, and the following terms are a proposal from Planfix Inc., hereinafter referred to as the Contractor, for any person or entity, hereinafter referred to as the Customer, who accepts the terms of this Agreement.
The Contractor proposal is considered accepted by the Customer, and the Agreement is concluded and enters into force if the Customer has registered for an Account on the Website and received the Authentication data.
Website — the Internet site, available at https://planfix.com, through which the Planfix Service is accessed.
Account Domain — the third level domain, which has the form http://name_account.planfix.com where name_account — is the name provided to the Customer with the Account to access the Services.
Service — the hardware and software system that enables the Customer to conduct collaborative work with other users registered in the Service.
Content — any informational texts, graphics, audio, videos and mixed materials.
Authentication data — data necessary to identify the user and to access the Service, consisting of a Login — a unique identifier, in the form of text, and a Password — a set of symbols protecting access to the Customer's Account from unauthorized access by third parties.
Payment plan or Subscription — a detailed list of options, their features and cost.
Account — the set of the Authentication data, the Account Domain and the Customer Content stored and processed in the software and hardware of the Contractor.
Account holder — the person who created the Account in the Service, or the person to whom the previous Account holder transferred the rights to the Account.
User — the person who has been granted the right to use the Account in the Service by the Account holder or an authorized person.
1. Scope of the Contract
1.1. The Contractor shall provide the Customer the Service in the form of access to the Website and the Planfix Service (hereinafter the "Services"), according to the Payment plan chosen by the Customer.
1.2. The Services are provided to the Customer from the moment the Customer registers on the Website and receives the Authentication data.
1.3. The Customer has the right to use the Service without payment for 30 days from the date of registration of the Customer. At the expiration of this time period, to continue to use the Services the Customer is obliged to pay for the Services according to the chosen Payment plan.
The Service offers a free Payment plan with limited resources and functionality.
In the event of the Customer choosing the paid Subscription and subsequent non-payment of the Services, access to them is limited in accordance with the below-mentioned terms of the Agreement.
1.4. The parties provide and receive the Services via the Internet.
1.5. The list of Services does not include a provision for the use of the Services in the office of the Contractor, configuration and/or diagnosis of the hardware and software of the Customer in the office of the Contractor, or in the Customer office, nor is there a provision for skills training on the Internet.
2. Terms and Conditions for Account Terms and Conditions for Account Registration and Use of Domain Names
2.1. The Customer has no right to lease, sell or otherwise provide access to the Account Domain for possession and/or use by third parties (except users registered under the Account), be it temporary or permanent, paid or free.
The Account Domain provided to the Customer at the time of use of the Service, during the term of the Agreement and after its expiry belongs to the Contractor.
2.2. The Account Domain is made available if at the moment of registration the domain name is free, and does not violate the generally accepted moral and ethical standards related to the registration of a name;
2.3. The right to use the Account Domain is granted to the Customer only for the period the Customer uses the Services, subject to the payment of these Services.
2.4. After the expiry of the Agreement the Contractor shall have the right to provide the Account Domain that the Customer used to another Customer (the person using the Services of the Contractor).
3. Rights and Obligations of the Parties
3.1. Customer obligations:
3.1.1. To pay for the Services of the Contractor on time and in full in accordance with the chosen Payment plan.
3.1.2. To incur the expenses related to accessing the Internet and obtaining the necessary equipment.
3.1.3. To fully abide by and comply with the terms of the Agreement and other agreements governing the use of the Services and the Website.
3.2. Contractor Obligations:
3.2.1. To provide high quality, timely Services to the Customer in full.
3.2.2. To notify the Customer of the performance of any maintenance and repair work, which will affect the availability of the service by sending an appropriate notification to the email address of the Customer or through the internal notification system of the Service not later than 24 hours (twenty four hours) before the work is performed.
3.2.4. Promptly inform the Customer about any changes to the terms of service by publishing such information on the Website and/or by sending it to the email address of the Customer.
3.3. Rights of the Customer:
3.3.1. To demand from the Contractor the timely and high quality rendering of Services in accordance with the terms of this Agreement.
3.3.2. In due time to receive from the Contractor information in full (including via email) with respect to the quality, cost and procedure for granting the Services. Website and Service support is performed by the Contractor exclusively via email and/or through the internal tasking system of the Service.
3.4. The rights of the Contractor:
The Contractor shall notify the Customer by email no later than seven (7) working days (or another period of time) before such restrictions or blocks take effect, indicate the reason for the action and, if possible, specify the conditions under which access will be restored. In the event of the termination of the Services for the reasons mentioned in this paragraph, the Customer shall pay for the actual Services provided.
3.4.2. At the expiration of sixty (60) calendar days from the date that access to the Customer's Account is blocked, the Contractor has the right to destroy the Customer's Account and the Customer Content stored in it.
3.4.3. In the case of increased Customer requirements regarding functionality, hardware and other resources that are available in the Service, the Contractor reserves the right to offer the Customer to switch to another Payment plan.
3.4.4. The Contractor may engage third parties to perform its obligations under this Agreement. This Contractor is responsible for the quality of services subject to the limitations of liability provided for in this Agreement.
4. Cost of Services and Payment Procedure
4.1. The cost of the Services under the Payment plan chosen by the Customer at the time of conclusion of this Agreement is given on the Website page: https://planfix.com/prices/
4.2. The minimum term of Service provision to the Customer, who is a legal entity and pays for the Services by non-cash transfer, is six (6) months. In this regard, the minimum payment made by the Customer must be for at least six-months. The Contractor shall provide the Services only after receiving full payment for that period.
4.3. The Customer pays for the service by transferring funds to the account of the Contractor using the Website page of the Service, in the "Subscription service" section.
4.4. The Service offers a free plan with limited resources and functionality. The Account owner can change Payment plans, including to a lower Payment plan, and can switch from the paid to the free Payment plan. When switching to another Payment plan a new Subscription is issued, and the funds not used in the previous Subscription are transferred to the new plan. Switching to a lower tariff is only possible if the balance of unused funds under the previous Subscription is less than or equal to the cost of the new subscription.
4.5. Switching to a lower Payment plan may result in the need to cancel part of the previously used resources. This cancellation is made by the Account owner by indicating the specific resources in the interface specially designed for this purpose. The transfer to a lower Payment plan will not be made until this option is selected.
4.6. If payment is not made for the next time period to use the Service, access to the Account is automatically limited for all users except the Account holder.
4.7. Funds paid for Service will not be returned when switching to a reduced Payment plan and/or cancelling the Service.
4.8. The Customer is obliged to keep track of the expiry date of the paid Subscription of the Service. The Service automatically notifies the customer of the Subscription expiry date seven (7) calendar days beforehand via a notification sent to the email address of the Customer.
4.9. The Contractor has the right to unilaterally change the cost of the Services and Payment plans.
Changes to the cost of the Services and Payment plans become effective on the date specified in the notification sent by the Contractor via e-mail, but not earlier than thirty (30) calendar days after such notice is sent to the Customer. Changes to the coast of the Services and Payment plans do not apply to the Services already paid for by the Customer.
4.10. If the Customer disagrees with the changes to the cost of Services and/or Payment plan, the Customer shall, within seven (7) days from the date of notification by the Contractor of the changes, notify the Contractor by email about the disagreement. If no agreement is reached between the parties on the changes to the Agreement, the Agreement shall be deemed terminated.
4.11. When making payment the Customer is obliged to specify in the payment document the Payment plan and the Account name, which was provided during registration. If in the payment details of the payment made by the Customer and credited to the account of the Contractor, the Customer account is not specified, the Contractor shall have the right to not grant the Services until confirmation of this payment into the particular account is made by the Customer.
4.12. The Services are considered paid on the Account that is specified in the payment, regardless of who made the payment.
4.13. The Customer is solely responsible for the accuracy of payment. In case of changes to the bank details of the Contractor, the new details may be communicated to the Customer by giving notice by email. From the moment the Contractor sends an email giving the changes to the billing information, the Customer shall be liable for payments made according to the old bank details.
4.14. The date of payment of the Services shall be the date the funds are credited to the current account of the Contractor.
4.15. In case of late payment of the chosen Subscription, the Customer shall within five (5) business days make the payment for the Service for the Subscription period selected by the Customer in line with the Payment plan.
4.16. For sixty (60) calendar days from the date of termination, the Customer Account and Content stored in it are retained by the Customer. After this time, the Contractor shall have the right to destroy the Customer Account and Content stored therein.
4.17. In the case of non-use of the Service by the Customer for reasons beyond the control of the Contractor (lack of need for the Services on the part of the Customer, inability to access the Services due to technical problems with equipment and telecommunication services on the part of the Customer) or the early termination of the Agreement by the Customer, and in the case of the Account being blocked on the basis of Paragraph 3.4.1 of this Agreement, the payment made by the Customer for the Services is non-refundable.
4.18. If the Customer is unable to use the Services for reasons dependent on the Contractor, and subject to the diligent performance by the Customer of the obligations under this Agreement, the Contractor shall not charge any fee for the Services for this period of time.
5. Liability of the Parties
5.1. The parties understand the specifics of data processing and transfer through the Internet, and as such they agree that the Contractor shall not be liable for any failure to provide the Services for reasons beyond its control, including but not limited to the following: as a result of failures in the software and hardware of third parties and/or data transfer channels not owned by the Contractor.
5.2. The Contractor shall not be liable for any damages and lost income associated with the use of the Services by the Customer.
5.3. The Contractor shall not be liable for the contents of any data and Content that is created, processed, transferred and received by the Customer or other users of the Website, and shall not cover any damages caused by such data, their contents and use.
5.4. If the Customer has become aware of a violation by any other person of this Agreement, the User Agreement on the use of the Website, the Confidentiality Agreement or any other agreement with the Contractor, the Customer shall immediately notify the Contractor of such violation and take the necessary measures, within its competence, to stop the violation.
5.5. In case of cancellation or poor-quality Services the Contractor shall pay the Customer a penalty of 10% of the Service cost for that month for each violation. Payment of penalties is performed exclusively by subtracting the amount of the penalty from the cost of the Services for the next Subscription period.
5.6. If the violation of Services exceeds fifteen (15) calendar days, the Customer has the right to terminate this Agreement unilaterally and to demand the return of the funds for the Services not provided or rendered improperly. At the same time the Customer remains entitled to claim the penalties under Paragraph 5.5 of this Agreement.
5.7. The Customer is responsible for the security of its Authentication data and documented losses incurred by the Contractor as a result of the authorized or unauthorized receipt and use of the Authentication data of the Customer by anyone.
6. Settlement of Disputes
6.1. All the contradictions between the parties with respect to the execution of this Agreement shall be settled by negotiation between the parties. The parties shall establish an obligatory pre-judicial form of dispute settlement by lodging claims in accordance with the current legislation of California State, USA.
6.2. The Contractor shall accept for review only those claims concerning Services which are lodged by the Customer in writing and in compliance with the statute of limitations set by the current legislation of California State. The time period for the consideration of a Customer claim shall not exceed thirty (30) calendar days from the date of its receipt by the Contractor.
6.3. In order to address the technical issues in determining the guilt of the Customer as a result of misconduct while using the Service, the Website, the Account and/or the Internet, the Contractor is entitled to independently hire competent organizations as experts.
6.4. The parties agreed that in disputes, the parties have the right to provide as evidence a printout of emails, with official technical information stored in them (titles). If there is no official technical information (titles), such a letter is not considered as evidence. The original title of an email is confirmed by independent experts or the Internet service provider through which the relevant email was sent.
6.5. Failing the settlement of the dispute through negotiation, the dispute is taken to the appropriate court of California State, USA.
6.6. On all matters not covered by the Agreement, the Parties shall be guided by the current legislation of California State, USA.
7. Agreement Duration
7.1. The Agreement shall enter into force on the date of registration of the Account by the Customer on the Website and is valid for the entire period in which the Contractor shall provide the Services, and the Customer shall pay for them, but in any case until the parties fulfil their obligations under the Agreement.
7.2. The Agreement Shall Also be Terminated in Case of:
7.2.1. Termination of Agreement by mutual agreement of the parties;
7.2.2. The Customer cancels the Services, in the event of which the Contractor must be notified within 5 (five) calendar days before the date of termination of the Agreement by sending a notification to the email address of the Contractor;
7.2.3. The Contractor refuses to render the Services after the expiry of the Agreement, by sending notice of termination to the Customer no later than thirty (30) days prior to the expiry of the Agreement;
7.2.4. At the initiative of one of the parties, in the event of a serious and/or systematic violation of the Agreement by the other Party;
8. Supplementary Conditions
8.2. The parties have agreed that the titles (items) of the Agreement are intended solely for convenience of reference to the text of the Agreement and do not have any literal legal interpretation.
8.3. If a party changes its contact details (postal, legal, address, phone number, bank details, the composition of the contact persons and other information that may affect the performance of the contract), it is required to inform the other party within 15 days of the change.
8.4. Each party shall ensure the confidentiality of technical, commercial or other information received in the performance of the Agreement, which is of valuable because it is unknown to others, and take action to ensure the non-disclosure of such information. In the case of the termination of the Agreement, the transfer of this information to third parties, its publication or disclosure in any other way is possible only by written permission of the other party, regardless of the reasons for and date of termination of the Agreement.
8.5. The parties are relieved from responsibility for partial or full non-performance of obligations under this Agreement if this non-performance was a result of force majeure arising after the conclusion of the Agreement due to extraordinary events, which the parties could neither foresee nor prevent by reasonable measures. The parties shall inform each other within 3 days of the occurrence of such circumstances.