2. Platform’s Functionality The Platform lets you, among others, to (a) easily communicate with other peers to your workplace; (b) manage your work’s day-to-day tasks; (c) preserve and use any Platform’s preserved information in your workplace; and (d) any other services or features provided from time to time at the sole discretion of OnePep. The functionality of the Platform or the underlying technology, methods and algorithms may be updated or modified from time to time at the sole discretion of OnePep. This Agreement will apply, with any changes required by such updates or modifications, to any future revisions or versions of the Platform.
4. Proprietary Rights Notice The Platform (including any derivatives and enhancements, as may be from time to time) and all intellectual property rights in the Platform and any related services provided by OnePep are, and shall always remain, the sole property of OnePep. All rights, title, interest, copyrights and other intellectual property rights in and to the Platform not expressly granted to you in this Agreement (including but not limited to all scripts, codes, text, domain names, logos, trademarks, trade names, service marks, serve marks, trade secrets, databases, reports, any other information incorporated in the Platform) are hereby expressly reserved and are, and shall remain in the sole ownership of OnePep. You agree that you neither own nor acquire any claim or right of ownership to the Platform or to any related patents, copyrights, trademarks or other intellectual property rights. The rights granted to you herein are not a sale of the original or any subsequent copy. The Platform is protected by the copyright laws and other intellectual property local and foreign laws and international treaties and thus your use of the Platform is specifically limited to the use specifically permitted herein. You agree not to (and not to allow any third party to): (i) use the trademarks, trade names, service marks, logos, domain names and other distinctive brand features or any copyright or other proprietary rights associated with the Platform for any purpose without the express wrote consent of OnePep; (ii) register, attempt to register, or assist anyone else to register any trademark, trade name, serve marks, logos, domain names and other distinctive brand features, copyright or other proprietary rights associated with OnePep other than in the name of OnePep; or (iii) remove, obscure, or alter any notice of copyright, trademark, or other proprietary right appearing in or on any item included with the Platform.
5. Feedback You have no obligation to provide OnePep any suggestions, ideas, enhancement requests, recommendations, comments or other feedback related to the Platform (each, a “Feedback”). To the extent OnePep receives any Feedback from you, OnePep shall be the sole owner of such Feedback and may use and include any such Feedback to improve the Platform or for any other purpose. Accordingly, you hereby irrevocably assign all such Feedback to OnePep.
6. Modifications to Platform OnePep may, from time to time, update or make certain modifications to the Platform, including, without limitation, removing certain functionalities, changing the layout or adding new features that augment or enhance the Platform (“Updates”). It is hereby clarified that any such Update, including the release of new tools and resources, shall be subject to the terms of this Agreement. Continued use of the Platform after any such Updates shall constitute your consent to such Updates.
7. Internet Connection and Maintenance It is hereby clarified that the Platform and its quality, are influenced by the nature of the connection to the Internet and the cloud the Platform is based on. Such factors are outside of OnePep’s reasonable control and any interruption in the following events are not under the responsibility of OnePep:
7.1. internet connection, such as interruption of information transmission, incorrect transfer of information, unauthorized penetration in the database and any other case beyond the areas where there is internet connection;
7.2. maintenance services resulting in the internet connection and cloud the Platform is based that may require to restart or shutdown the Platform for a while. Therefore, you hereby waive any and all claims concerning the limitations of the Platform or any part thereof through the cloud or through the internet, as a result of any of the above or as a result of disconnections of the communications network and over the internet and any interruption in the network and the Platform.
8. Disclaimer of Warranties; Limitation of Liability
8.1. THE PLATFORM IS PROVIDED ON A “AS IS” AND “AS AVAILABLE” B A S I S , A N D T H E R E A R E N O WA R R A N T I E S , C L A I M S OR REPRESENTATIONS MADE BY ONEPEP, EITHER EXPRESS, IMPLIED, OR STATUTORY INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. ONEPEP DOES NOT WARRANT THAT THE PLATFORM WILL MEET YOUR NEEDS OR BE FREE FROM ERRORS OR VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE OPERATION OF THE PLATFORM WILL BE UNINTERRUPTED. THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU.
8.2. ONEPEP WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR LOST DATA COLLECTED THROUGH THE PLATFORM), OR INCIDENTAL DAMAGES, WHETHER BASED ON A CLAIM OR ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION, OR OTHERWISE, EVEN IF ONEPEP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE FOREGOING LIMITATION OR EXCLUSION OF LIABILITY, SO THE LIMITATIONS OR EXCLUSIONS IN THIS PARAGRAPH MAY NOT APPLY TO YOU. WITHOUT DEROGATING THE FOREGOING, IN ANY EVENT ONEPEP’S TOTAL CUMULATIVE LIABILITY TO YOU OR ANY OTHER PARTY FOR ANY LOSS OR DAMAGES RESULTING FROM ANY CLAIMS, DEMANDS, OR ACTIONS ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED, UNDER ANY CIRCUMSTANCES, THE AMOUNT OF USD 100 (ONE HUNDRED UNITED STATES DOLLARS).
8.3. Without derogating from Sections 8.1 and 8.2, it is hereby clarified that the Platform, is a software-based platform and as such, is exposed to the inherent risks, including programming of attacks (viruses, Trojans, etc.), wiretapping, or some of the systems and other online scams. OnePep invests great effort in protecting the Platform against these risks, however, there is no possibility of total obstruction by OnePep and you may incur certain damages or losses due to the realization of any of the said risks, including disclosure or disruption of information transmitted or displayed in the Platform, including disruption of instructions or requests, unauthorized actions, systems or their response times, including failure to perform, erroneous execution or late execution of instructions or requests, lack of availability of the Platform or any of the functionalities services, etc..
8.4. Without derogating from the provisions set forth herein, OnePep shall be released from liability for any damage, loss or expense that may be caused to you, directly or indirectly, as a result of any of the following events and factors, provided that such factors are not under the control of OnePep and that OnePep made reasonable efforts to prevent them:
8.4.1. any damages you may incur in connection with Section 8.3; 8.4.2. malfunction of your software or hardware, including any software or hardware supplied to you by a third party; and 8.4.3. exposure and disclosure of information by you to any third party, resulting from the use of the Platform (including products or services of a third party offered to you when using the Platform) or resulting from providing inaccurate information or as a result of the transfer of the Platform to another, including for the purpose of repair or if it later watch information obtained from OnePep through the Platform or perform various actions through the Platform, and you undertake to bear any damage, loss or expense incurred by you or your company.
11. Relationship of the Parties; No Third Party Beneficiaries This Agreement or any use of any of the functions of the Platform shall not create and shall not deem to create between OnePep and you, any employee-employer relationship, authorization relations, joint venture relationship, legal partnership relationship, agency or partnership relations.
The failure of OnePep to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. You may not assign or otherwise transfer any of your rights hereunder without OnePep's prior written consent, and any such attempt is void. OnePep may freely assign its rights under this Agreement.
This Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto.