Updated April 26, 2019
The services offered by eze System include the eze System websites at eze.io, ezesys.com, ezecontrol.com domains as well as any other related websites, widgets, or other distribution channels we may, from time to time, operate (collectively, the 'eze System website') and any other features, content, services or applications offered, from time to time, by eze System (collectively, the 'Service', 'Services'). The eze System websites and sub-domains (e.g. api.eze.io, www.ezesys.com etc.) are collectively referred to herein as, the 'Site', 'Sites').
This Agreement applies to all eze System services, software, API and widgets. Only the parts of the service that are hosted on eze System's servers are covered by the Availability guarantee. Customer hosted software and widgets as well as ezeio controllers on customer networks are not under eze System's control, and thus the availability and operation cannot be guraranteed by eze System.
eze System may offer certain Services as closed or open beta services ('Beta Service' or 'Beta Services'). eze System shall have the sole authority and discretion to determine the period of time for Beta Service. You are fully responsible for fees associated with using of Beta Services. eze System reserves the right to modify or discontinue, at any time and from time to time, temporarily or permanently, any of the Beta Services with or without notice to you. You agree that eze System shall not be liable to you or to any third party for any harm related to, arising out of, or caused by use of Beta Service, the modification, suspension or discontinuance of any of the Beta Services for any reason.
Upon signing up for the Service, you agree to provide true, accurate, current and complete contact information, Registered Location, and other data to eze System and at subsequent times as requested by eze System. If you provide information that is, or that eze System suspects to be, false, inaccurate, not current or incomplete, eze System has the right to suspend or terminate the Services and refuse any and all current or future use of all Services, or any portion thereof. At all times, you shall maintain and promptly update registration data as applicable. When you sign for the service, you will also be asked to choose a password. You are solely responsible for maintaining the confidentiality of your Password and API access security configuration. In addition, your shall at all times be solely responsible for all transactions and activities that occur as a result of your disclosure of such password even if such transactions and/or activities were not authorized by you. You and, if applicable, your company, shall at all times be solely responsible and liable for any transactions or activities that originate from your account. You agree immediately change your password and notify eze System if you have reasons to believe that your account has been compromised or that at any time that your Service is being stolen, fraudulently used or otherwise being used in an unauthorized manner. In no event shall eze System be liable for any unauthorized activities with your Account.
You represent and warrant that you are at least 18 years old or, as applicable, the age of majority in the country, state or province in which you reside, and are legally entitled to and have all necessary power and authority to enter into this agreement. You represent and warrant that your name, user name, contact information and location are true and accurate. You agree to be financially responsible for your use of the Services. In order to use the Service, you agree, at your sole expense: to 1) provide and be responsible for payment for all equipment and service fees necessary to establish a connection to the Internet, as required to use the Service; and 2) pay us for the Service. eze System can terminate the Services and refuse any and all current or future use of all Services, or any portion thereof if we suspect that some information that you provided is inaccurate or incomplete or you are under 18 years old.
You agree to be solely responsible for the contents of your transmissions through the Services. You agree not to use the Services for illegal purposes or for the transmission of material that is unlawful, harassing, libelous, invasive of another's privacy, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable, contains viruses, or that infringes or may infringe the intellectual property or other rights of another. eze System acts as a passive conduit for you to send and receive communications and information of your choice and eze System has no control over the content of any transmission nor will it be liable for such content. You agree not to use the Services for the transmission of unsolicited messages, spamming emails. You agree that you shall not, at any time, use the Service for any abusive purpose or in any way which interferes with our ability to provide Service to other customers or restricts other customers from using the Service, or damages any eze System or other customer's property. You acknowledge and agree that, by using the Service, you may be exposed to content others send you that is objectionable, offensive, or indecent. You understand and agree that eze System has no control over the content of any transmissions relayed to you through the Service and you agree to hold eze System harmless for any harm suffered due to the content relayed to you through this Service. eze System reserves the right to restrict outgoing messaged to certain destinations in its sole discretion. You shall not violate any U.S. or foreign export control laws. You shall not attempt to hack or otherwise disrupt the Service or make any use of the Service that is inconsistent with its intended purpose. You shall not attempt to gain unauthorized access to the Service, other accounts, computer systems or networks connected to the Service by any means. You shall not create a false identity or to otherwise attempt to mislead any person as to the identity or origin of any communication, misrepresent or otherwise attempt to mislead any person as to your information or otherwise engage in fraudulent or deceptive conduct eze System assumes no responsibility for monitoring the Services for inappropriate content or conduct.
You acknowledge and agree that the Service and any necessary software used in connection with the Service ('Software') contain proprietary and confidential information that is protected by copyrights, trademarks, trade secrets, or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereinafter developed. eze System owns exclusive right to the Service, including all intellectual property rights thereto. All rights not expressly granted under this Agreement are retained by eze System. Any new functionality or feature provided by eze System that expand or enhance the Service shall also be subject to this Agreement. You agree not to, and shall not allow any third party to, reproduce, modify, publish, transmit, distribute, publicly perform or display, sell, rent, lease, loan, create derivative works based on the Services, disclose, transfer, convey, decompile, reverse engineer, reverse assemble or otherwise attempt to discover any source code of the Services and/or any of eze System's technology or software or protocols for any purpose whatsoever.
You acknowledge and agree that eze System, in its sole discretion, may add additional features or functions, or to provide software updates, fixes, and upgrades to the Service. You acknowledge and agree that eze System shall not be liable for any damages in relation to the direct or indirect damages caused by (1) the release and/or the absence of release of updates of the Service, and (2) by the suspension or termination of this Agreement or the Service by eze System and/or by you.
You acknowledge and agree that you are responsible for paying all charges and fees to your Account for Services and for all taxes and surcharges imposed on you or us as a result of your use of the Services. Each service plan has a flat monthly service fee, and Service is paid for in advance. The service fee, which is posted on the Site, is the basic charge associated with your Service. The fee will allow using the service for a predetermined period of time. The service expiration date for each controller is indicated on the site. At the expiration of the service, the Services will shut off automatically, and eze System reserves the right to erase stored historical data related to that controller. All rates, billing and/or pricing practice are subject to change without notice and we encourage you to verify them on regular basis.
eze System reserves the right to accept only certain Payment Methods. eze System reserves the right to reject any payment. Any applicable setup, activation, initiation charges, usage and other recurring charges and fees are billed and charged in full in advance. Termination and transfer charges are billed and charged as incurred.
eze System makes no representation that content on eze System's web site(s) is appropriate or available for use in all countries. Those who choose to access this site from locations outside the United States of America do so on their own initiative and are responsible for compliance with foreign, domestic and local laws, if and to the extent local laws are applicable.
eze System reserves the right to suspend or discontinue the Service generally, or to terminate your Service, at any time in our sole and absolute discretion. If we discontinue the Service generally you will only be responsible for charges accrued through the date of termination, including a pro-rated portion of the final month's charges and the balance of pre-paid amounts. If your Service is terminated due to your breach of any provision of this Agreement, you will be responsible for the full month's charges to the end of the current term, including, without limitation, unbilled charges, plus the termination fee, if applicable, all of which will immediately become due and payable. If eze System or you terminate your right to use the Service, you shall not be entitled to any refund or pro ration of any pre-paid amounts. Upon any termination in accordance with the foregoing, eze System will delete related information and files in your Account, and/or prevent any further access to such files, information, or the Services.
THE MATERIALS, CONTENT, SERVICES AND ACCOUNTS ARE PROVIDED 'AS IS' AND 'AS AVAILABLE'. EZE SYSTEM MAKES NO WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE MATERIALS, CONTENT, SERVICES AND ACCOUNTS WHATSOEVER AND DISCLAIM ANY AND ALL EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OR TRADE OR COURSE OF PERFORMANCE OR ANY WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE SERVICE WILL BE WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, OR LOSS OF CONTENT, DATA, OR INFORMATION. NEITHER EZE SYSTEM NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES OR AGENTS, OR ANY OTHER SERVICE PROVIDER OR VENDOR WHO FURNISHES SERVICES, SOFTWARE, OR PRODUCTS TO CUSTOMER IN CONNECTION WITH THE SERVICE, WILL BE LIABLE FOR UNAUTHORIZED ACCESS TO OUR OR YOUR TRANSMISSION FACILITIES OR PREMISES EQUIPMENT OR FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT, OR DESTRUCTION OF, YOUR DATA FILES, PROGRAMS, PROCEDURES, OR INFORMATION THROUGH ACCIDENT, FRAUDULENT MEANS, OR DEVICES OR ANY OTHER METHOD, REGARDLESS OF WHETHER SUCH DAMAGE OCCURS AS A RESULT OF EZE SYSTEM'S; OR ITS SERVICE PROVIDER'S OR VENDOR'S NEGLIGENCE. STATEMENTS AND DESCRIPTIONS CONCERNING THE SERVICE, IF ANY, BY EZE SYSTEM OR EZE SYSTEM'S AGENTS ARE INFORMATIONAL AND ARE NOT GIVEN AS A WARRANTY OF ANY KIND. THE ENTIRE RISK ASSOCIATED WITH THE USE OF THE SERVICES SHALL BE BORNE SOLELY BY YOU. ANY SIMILAR WARRANTY WHETHER SAID WARRANTY ARISES UNDER PROVISIONS OF ANY LAW OF THE UNITED STATES OR ANY STATE THEREOF. ALTHOUGH EZE SYSTEM MAKES EVERY EFFORT TO ENSURE THAT DATA TRANSMISSIONS ARE SECURE, EZE SYSTEM MAKES NO GUARANTEES OF SECURITY. EZE SYSTEM DOES NOT WARRANT THE RELIABILITY OR ACCURACY OF THE RESULTS OBTAINED BY USING THE SERVICES OR ANY DATA DOWNLOADED OR OTHERWISE OBTAINED OR ACQUIRED BY USING THE SERVICES. EZE SYSTEM DOES NOT AUTHORIZE ANYONE TO MAKE A WARRANTY OF ANY KIND ON OUR BEHALF INCLUDING WITHOUT LIMITATION EZE SYSTEM'S EMPLOYEES AND YOU SHOULD NOT RELY ON ANY SUCH STATEMENT. THIS PARAGRAPH SHALL SURVIVE TERMINATION OF THIS AGREEMENT. As certain jurisdictions do not allow some of the exclusions, disclaimers, or limitations as set forth above in this Section, some of these exclusions, disclaimers, or limitations may not apply to you.
You will be liable for any and all damages and claims that may arise out of the content transmitted by you or by any person, whether authorized or unauthorized, using the Services on your account. You will assure that your and such other persons' use of the Service and content comply at all times with all applicable laws, regulations, and written and electronic instructions for use. eze System reserves the right to terminate or suspend your Services and remove your or such other persons' content from the Service, if we determine, in our sole and absolute discretion, that such use or content does not conform with the requirements set forth in this Agreement or interferes with our ability to provide Services to you or others. Our action or inaction under this Section will not constitute any review or approval of your or any other persons' use or content.
IN NO EVENT SHALL EZE SYSTEM, ITS PARENTS, SUBSIDIARIES, AFFILIATES AND THEIR RESPECTIVE MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS, AGENTS AND ANY UNDERLYING CARRIER BE LIABLE TO YOU OR ANY THIRD PARTY FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES WHETHER ARISING UNDER CONTRACT, WARRANTY, OR TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY) OR ANY OTHER THEORY OF LIABILITY. IN NO EVENT SHALL EZE SYSTEM, ITS PARENTS, SUBSIDIARIES, AFFILIATES AND THEIR RESPECTIVE MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS, AGENTS AND ANY UNDERLYING CARRIER BE LIABLE FOR INJURIES TO PERSONS OR PROPERTY ARISING FROM USE OF THE SERVICES, OR ANY EQUIPMENT USED IN CONNECTION WITH THE SERVICES. IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, EZE SYSTEM SHOULD HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY LOSS, HARM OR DAMAGE, YOU AND EZE SYSTEM AGREE THAT EZE SYSTEM'S TOTAL LIABILITY TO YOU FOR ANY REASON SHALL BE LIMITED AND CAPPED IN THEIR ENTIRETY TO THE MONTHLY FEES EZE SYSTEM CHARGED YOU DURING THE ONE (1) MONTH IMMMEDIATELY PRIOR TO THE DATE THAT THE EVENTS GIVING RISE TO THE ACTION OR CLAIM FIRST OCCURRED. EZE SYSTEM, ITS OFFICERS, DIRECTORS, EMPLOYEES, MANAGERS, AFFILIATES, STOCKHOLDERS, AGENTS, OR ANY OTHER SERVICE PROVIDER WHO FURNISHES SERVICES TO YOU OR US IN CONNECTION WITH THE SERVICE, SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING ANY DAMAGES ARISING FROM OR IN CONNECTION WITH PERSONAL INJURY, WRONGFUL DEATH, PROPERTY DAMAGE, LOSS OF DATA, LOSS OF REVENUE OR PROFITS, UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF, DATA FILES, PROGRAMS, PROCEDURES OR INFORMATION, OR THE USE OR INABILITY TO USE THE SERVICE. THE LIMITATIONS SET FORTH HEREIN APPLY TO CLAIMS FOUNDED IN BREACH OF CONTRACT, BREACH OF WARRANTY, PRODUCT LIABILITY, TORT, AND ANY AND ALL OTHER THEORIES OF LIABILITY AND APPLY WHETHER OR NOT WE WERE INFORMED OF THE LIKELIHOOD OF ANY PARTICULAR TYPE OF DAMAGES. YOU AND EZE SYSTEM AGREE THAT THE LIMITATION OF LIABILITY IS AN AGREED ALLOCATION OF RISK BETWEEN THE PARTIES. THIS LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND SHALL SURVIVE TERMINATION OF THIS AGREEMENT. Some jurisdictions do not allow certain limitations of liability, so certain of the foregoing limitations may not apply to you.
YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS EZE SYSTEM, ITS PARENTS, SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE MEMBERS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, STOCKHOLDERS, AND AGENTS AND ANY OTHER SERVICE PROVIDER WHO FURNISHES SERVICES TO YOU IN CONNECTION WITH THE SERVICE, FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, EXPENSES, FINES, PENALTIES, COSTS AND EXPENSES (INCLUDING, WITHOUT LIMITATION, ATTORNEYS FEES) BY, OR ON BEHALF OF, YOU OR ANY THIRD PARTY OR USER OF THE SERVICE, RELATING TO THE SERVICES. YOU HEREBY AGREE TO WAIVE ALL LAWS THAT MAY LIMIT THE EFFECTIVENESS OF THE FOREGOING RELEASES. NOTWITHSTANDING THE FOREGOING, YOU SHALL NOT BE LIABLE FOR CLAIMS, EXPENSES OR DAMAGES ARISING FROM THE INTENTIONAL OR GROSSLY NEGLIGENT ACTS OF EZE SYSTEM OR ITS EMPLOYEES, AGENTS, CONTRACTORS OR REPRESENTATIVES. THIS INDEMNIFICATION SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND SHALL SURVIVE TERMINATION OR EXPIRATION OF THIS AGREEMENT.
eze System shall be excused from any delay or failure in performance hereunder, other than the payment of monies, caused by reason of occurrence or contingency beyond its reasonable control, including without limitation, acts of nature, earthquake, fire, flooding, riots, war, terrorism or government requirements.
The Service utilizes, in whole or in part, the public networks such as Internet and third party networks to transmit and receive data. eze Systam is not liable for any lack of privacy which may be experienced with regard to the Service. We collect your IP address information, referral URLs, widget placements, navigation history and other information to gather relevant data. You also authorize our recording and monitoring of your communications with eze System personnel, including but not limited to email, fax or phone calls.
eze System notices to you shall be considered valid and effective when sent by email to the email address on your account or when posted on the relevant Site. Written notice to us shall be effective when mailed to our Customer Support department. Oral notices shall be considered as not valid for any purposes whatsoever.
There is no refund for any prepaid services. Upgrading or downgrading the service level will be prorated.