These terms of use (“Terms of Use”) are made as of this day, by and between IPCheckpoint, Inc., a California corporation (“IPCheckpoint”), and you.

These Terms of Use apply to your access to and use of www.ipcheckpoint.com (“The Website”).  IPCheckpoint provides a monitoring service (“Service”) via The Website.

IPCheckpoint may change the Terms of Use from time to time.  By using The Website you agree to be bound by the current Terms of Use set out on The Website.  Please review the Terms of Use on The Website on a regular basis as any such changes will be published to The Website.  Your continued use of and access to The Website following any such changes shall automatically be deemed as your acceptance to the same.  If you do not agree to the Terms of Use do not use The Website.

Right of Access and Use
Your right to access and use The Website and Service is for your own internal business purposes only and you may not sell, rent, lend, or provide access to The Website or Service through a service bureau or sub-licensing arrangement.

Limitation of Liability
IPCheckpoint provides The Website and Service "as is" without warranty of any kind either express or implied, including but not limited to the implied warranties or conditions of merchantability or fitness for a particular purpose. IPCheckpoint shall not have any liability or responsibility to you or any other person for any indirect or consequential injury, loss or damage (including, in each case loss of profit), whether arising in contract, tort (including the negligence of IPCheckpoint or any of its employees, contractors or authorized representatives), equity or otherwise. 

Some states may not allow such a broad exclusion or limitation on liability for damages as contained herein. In such states, IPCheckpoint’s liability is limited to the full extent permitted by law. You agree that in no event shall IPCheckpoint’s maximum aggregate liability exceed the total amount paid by you for the particular Service in dispute purchased from IPCheckpoint .

IPCheckpoint will not be liable for any delay or failure to perform its obligations under the Terms of Use which is caused in whole or in part by unforeseen circumstances or to causes beyond IPCheckpoint’s control including but not limited to acts of God, way, riot, terrorism, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, failure of third party communications networks or any other cause beyond its reasonable control.

IPCheckpoint Makes no Representations or Warranties Regarding Content
IPCheckpoint does not make any representations, warranties or guarantees, express or implied, regarding the accuracy, correctness, or completeness of the content, nor the safety, reliability, title, merchantability, conformity or fitness for a particular purpose of the content. It is your sole responsibility to independently evaluate the accuracy, correctness or completeness of the content on The Website or Service.

IPCheckpoint makes no representation, warranty or guarantee that the content that may be available for downloading from The Website or Service is free of infection from any viruses, worms, Trojan horses, trap doors, back doors, easter eggs, time bombs, cancelbots or other code or computer programming routines that contain contaminating or destructive properties or that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.

Indemnification
You hereby agree to indemnify, defend and hold harmless IPCheckpoint and its affiliates from and against any and all liability and costs incurred by IPCheckpoint or its affiliates in connection with any claim arising out of any breach or alleged breach of any of your obligations set forth herein.  You shall cooperate as fully as reasonably required in the defense of any claim.  IPCheckpoint reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of IPCheckpoint.

Free Trial
If you choose to participate in a free trial, the first 30 days of subscription to the Service are provided free of charge.  During this initial 30 day period IPCheckpoint allows unlimited use of all features of the Service.  At the end of this 30 day trial, your credit card will be automatically charged the total monthly subscription rate quoted in the configuration section of The Website, provided you do not cancel the Service within the 30 day trial period.  Should you opt to cancel the subscription, simply login using the login box on the left hand side of The Website and click on “Cancel all Services”, before the end of your 30 day trial period.  IPCheckpoint suggests that you verify your total monthly subscription rate via The Website prior to the conclusion of your free trial in order to be certain of what you will be charged should you choose to continue with the Service.  If the cancellation occurs after the initial 30 day trial period the charge is non-refundable.

Fees and Payment
As consideration for the Service purchased by you and provided to you by IPCheckpoint, you agree to pay IPCheckpoint either at the time you order or at the conclusion of any free trial offered to you by IPCheckpoint.  At the conclusion of a free trial, or upon purchase of the Service without a free trial, your first subscription fee is due immediately and will be charged according to the payment option selected by you during activation.

If you are charged monthly, your monthly charge date will be determined based on the day of the month of your first payment.  Each month you will be charged your total monthly subscription on your charge date.  If your charge date is greater than the maximum number of days within the current month you will be billed on the last day of that month.  For example if you are first charged on the 31st of October, subsequent charges will occur on the 31st day of any months with 31 days and in the case of months with less than 31 days you will be charged on the last day of that calendar month. 

If you modify your Service configuration resulting in a greater total monthly subscription charge, you will be charged the prorated increased amount for the remainder of the current month immediately.  The following charge on your monthly charge date will be at the new total monthly subscription rate.

All charges are non-refundable unless otherwise expressly noted, even if your Service is suspended, terminated, or transferred prior to the end of the Service term.  IPCheckpoint expressly reserves the right to modify pricing through email notification and/or notice on The Website. 

Intellectual Property Rights
You agree that IPCheckpoint or its licensor holds all rights, title and interest in all software utilized by The Website or Service and all intellectual property, including other rights related to intangible property, unless otherwise indicated. You acknowledge that no title or interest in such Intellectual Property Rights is being transferred to you and you agree to make no claim of interest in any such software, Service or The Website.

You understand and agree that all content and materials contained in these Terms of Use, other policies, The Website, Service, and any affiliated Web sites, are protected by the various copyright, patent, trademark, service mark and trade secret laws of the United States, as well as any other applicable proprietary rights and laws, and that IPCheckpoint or its licensor expressly reserves its rights in and to all such content and materials. You further understand and agree that you are prohibited from using, in any manner whatsoever, any of the content or materials described above without the express written permission of IPCheckpoint or its licensor. No license or right under any copyright, patent, trademark, service mark or other proprietary right or license is granted to you or conferred upon you by these Terms of Use or otherwise.

Termination or Modification of Service
IPCheckpoint reserves the right to discontinue or modify the Service for any customer at any time, without prior notice to the customer, at our sole discretion.  IPCheckpoint shall not be liable to you or any third party should IPCheckpoint exercise its right to modify or discontinue the service.

Your Right To Terminate The Service
You can terminate the Service at any time either, by using your login and password, via the configuration section on The Website or by emailing us at support@ipcheckpoint.com and requesting that we deactivate the Service. You're responsible for all charges billed or incurred prior to deactivation. If Services are terminated before the end of your invoicing cycle, we won't prorate charges to the date of termination and you won't receive a credit or refund for any unused Services.

Your Login and Password
As part of the registration process, you will select a login and password. The login and password are for your individual use only. You are solely responsible for maintaining the confidentiality of any login and password you use to access The Website and Service, and agree that IPCheckpoint will have no obligations with regard thereto.  If you find that your password has been compromised, you must notify IPCheckpoint in a timely manner of any known breach of security.

General
The headings contained in these Terms of Use are for convenience only, are not to be considered a part of these Terms of Use, and shall not limit or otherwise affect in any way the meaning or interpretation of these Terms of Use.  Failure by IPCheckpoint to enforce any provision of this agreement shall not be construed as a waiver of any provision or right.  Interpretation and enforcement of this agreement shall be governed by the laws of the state of California (excluding its choice of law rules). In any such action, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney's fees. In the event that any portion of these Terms of Use are held unenforceable, the unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions shall remain in full force and effect.