GENERAL CONDITIONS
These Terms may be updated by UPCitemdb. You understand and agree that you are solely responsible for reviewing these Terms from time to time. You can always review the most current version of these Terms. Any continued use of the UPCitemdb API (“Service”) by you after such amended Terms have been posted or information regarding such amendment has been sent to you, shall be deemed your consent and agreement to such amended Terms.
These Terms contain the entire agreement of the parties to the use of the UPCitemdb API, and there are no other promises or conditions in any other agreement whether oral or written concerning the subject matter of this Agreement. This Agreement supersedes any prior written or oral agreements between the parties.
This Agreement shall be construed in accordance with the governing law, without regard to its conflict of the law’s principles.
PURCHASED SERVICES
UPCitemdb shall make the Purchased Services available to you (“Customer”) to this Agreement and during a subscription term. You agree that your purchases here under are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by us regarding future functionality or features.
UPCitemdb hereby provides Customer with a limited, non-exclusive, non-transferable and terminable license to access and use the Service solely for Customer’s operations.
“Upgrades” means new versions of, and updates to, the Service, whether for the purpose of fixing an error, bug or other issue in the Service or enhancing the functionality of the Service.
Customer acknowledges that from time to time UPCitemdb may apply Upgrades to the Platform, and that such Upgrades may result in changes to the appearance and/or functionality of the Service.
UPCitemdb reserves the right to refuse connections/traffic without warning at traffic volumes constantly above the sustainable rate (“Per second allowed rate” being 1.75x the average number of queries per second based on the contracted traffic tier).
FEES AND PAYMENT
Customer subscribed to UPCitemdb DEV or PRO plans will pay a monthly-based subscription fee for the license and services based on the capacity and traffic limits described in each respective plan. The subscription fee is billed automatically at the beginning of the month or at the beginning of any pro-rated billing period. Any traffic that exceeds the limits for the specified period in each respective plan will be charged at the overage rate described in each plan. The overage fee will be charged in each next billing cycle together with the monthly-based subscription fee. All fees are non-refundable and guaranteed. Customer will be issued with a receipt of the services provided on a monthly basis.
The fees and other amounts required to be paid under this Agreement are exclusive of taxes. Customer will be responsible for and will reimburse UPCitemdb for all sales, use, excise (but not corporate excise), or other similar state or local taxes. Such provision excludes UPCitemdb’s income taxes, franchise taxes (including corporate excise taxes), taxes on UPCitemdb’s property used to provide the services, or any other taxes for which Customer is exempt.
Customer will receive a settlement of the amount stated in the receipt within 20 working days of the receipt being issued. Settlement will be made into the verified payment account configured by the provider on the day of settlement. All amounts are in U.S. dollars and UPCitemdb accepts credit cards as the only payment method.
UPCitemdb reserves the rights to adjust list prices generally applicable to UPCitemdb’s customers at any time.
Transaction History: unless Customer account has been disabled by UPCitemdb or otherwise, Customer will be able to access to its monetary transactions in the system by logging in to the system with their access user name and password.
CUSTOMER REGISTRATION
Customer must complete the UPCitemdb registration process, in which case, Customer agrees to: a) provide true, accurate, current and complete information about himself/herself or his/her company as prompted by the Service registration form (such information being the Registration Data) and b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.
Registration is necessary to offer functionality that requires the Service to recognize a user. When a user registers, the information given contains certain Personally Identifiable Information including but not limited to a valid e-mail address, real name, address, country of residence and zip code. This information will not be disclosed to any third-party without your explicit consent.
Customer declares that the information provided for the items organizational name, legal address, tax identifier, country of residence and contact email address are a) true, accurate, current and complete information about himself/herself or his/her company as prompted by the Service registration form (such information being the Registration Data) and b) will be maintained and promptly updated to keep it true, accurate, current and complete.
Customer can review and change Personally Identifiable Information, password or credit card details at any time by going to the “Account” page area in the Administration Dashboard once signed into the Customer’s account.
Customer will create a password and account during the Service registration process. Customer is responsible for maintaining the confidentiality of the password and account, and is fully responsible for all activities that occur under his/her password or account. Customer agrees to a) immediately notify UPCitemdb of any unauthorized use of the password or account or any other breach of security, and b) ensure that Customer exits from the account at the end of each session. UPCitemdb cannot and will not be liable for any loss or damage arising from failure to comply with the rules in this Section.
If Customer provides information of any kind which is untrue, inaccurate, not current or incomplete, or UPCitemdb has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, UPCitemdb has the right to suspend or terminate the account and refuse any and all current or future use of the Service (or any portion thereof).
CONTENT RESPONSIBILITY
Customer understands and agrees that UPCitemdb makes no warranty that a) using the Service will meet your requirements, b) obtained results will be accurate and reliable, c) Service will be uninterrupted or timely, d) errors will be corrected.
Customer further acknowledges and agrees that UPCitemdb shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
Affiliate links are removed from most product offers in the paid plans. Due to various data sources, UPCitemdb makes no warranty that all affiliate links to be removed. All affiliate links contain domain upcitemdb.com.
COPYRIGHTS AND TRADEMARKS
All right, title and interest and all Intellectual Property Rights in and to the Pre-Existing Materials of each respective Party or a third party shall vest in and be the sole and exclusive property of that Party or such third party. In cases where copyrighted data may be included as part or all of the Data, Customer warrants and represents that the use of the Service and Data will not violate, misappropriate or infringe the rights of any person or entity, including without limitation, any person or entity’s intellectual property (including trademark, known patent, copyright, and trade secret), statutory, proprietary, privacy or contractual rights.
TERMINATION
Customer may terminate this Agreement at any point in time upon notification to UPCitemdb.
Customer agrees that UPCitemdb at its sole discretion, has the right (but not the obligation) to delete or deactivate Customer’s account, block Customer’s email or IP address, or otherwise terminate Customer’s access to or use of the Service (or any part thereof), immediately and without notice, and remove and discard any Content within the Site, for any reason, including, without limitation, if UPCitemdb believes that Customer has acted inconsistently with these Terms. Further, Customer agrees that UPCitemdb shall not be liable to Customer or any third-party for any termination of such access to the Site. Further, Customer agrees not to attempt to use the Service after said termination.
Upon the termination or expiration of this Agreement for any reason, Customer’s rights under this Agreement will cease, including all rights to use the Service.
No termination of this Agreement will affect any obligation to make payment of outstanding amounts owed by Customer to UPCitemdb.
Unless stated in a supplementary license agreement, UPCitemdb reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. Customer agrees that UPCitemdb shall not be liable to Customer or to any third party for any modification, suspension or discontinuance of the Service.