Terms of Service
Last update: December 19, 2021
Last update: December 19, 2021
These Terms and Conditions of Service (“Terms“, “Terms and conditions") govern their relationship ("You“, “Your” or “Licensed“) with Assistive Ltd (together with its subsidiaries, representatives, affiliates and directors, (“Assistive” or “We” or “Our“) in connection with your access to and use of our website whose address is www.assistive.com.br (together with any other running associated websites that we make use of and the Assistive professional services or products that include the Digital Accessibility Interface (“IAD”); Assistive Accessibility Scanning and Monitoring (“Scanner”); Assistive Audits ( The "Audit“), Assistive’s AI-Powered Content Moderator (the “moderator"); and any additional services or products that Assistive may provide, including partner products and services (collectively referred to herein as “Products” and together with the Assistive Website, the “Service"). The Service is used on a website or digital content owned or controlled by the License (the “Site Licensed“).
Please read these Terms carefully before using the Services. Your access to and use of the Services is conditioned upon your acceptance of and compliance with these Terms, which may be indicated by clicking the “I Accept” or “I Agree” option available on some of the Products, completing the registration process or using the Services. By accessing or using the Service, you agree to be bound by these Terms. If you disagree with any part of these Terms, then you may not use or access the Service. To agree to these Terms, you must (i) be at least 18 years of age or have your parent's or guardian's consent to agree to these Terms (in accordance with the provisions of the Children's Online Privacy Protection Act); and (ii) have the power to enter into a binding contract with us and not be prohibited from doing so under any applicable law.
Your use of the Service is subject to any additional terms, policies, rules or guidelines applicable to the Service or certain features of the Service, which may be published by Us from time to time. All such additional terms, policies, rules or guidelines are incorporated herein by reference and will be considered an integral part of these Terms.
Subject to the terms and conditions of these Terms, you are granted a limited, revocable, non-exclusive, non-assignable, non-sublicensable license to install and use the Products on Licensee's Site, subject to and in accordance with these Terms (the "License"). Each License is applicable to one licensed Site, unless otherwise specified in the applicable Purchase Order. It is clarified that the License does not grant You any ownership rights in the Products or any part thereof. Once the IAD has been incorporated into your website, no further use thereof may be made, and the IAD shall not be incorporated into any other domain name or any other website/s operated by You unless You have purchased or obtained through Us an additional License for such additional site/s.
You are not permitted to use the Products for purposes other than those detailed above, and you will not make the Service available for any commercial use unless you have received our prior written approval. All rights in and to the Service are not expressly granted to You in these Terms and all intellectual property rights therein are reserved and retained by Assistive without restriction. Without limiting the generality of the foregoing, you agree not to (and not permit any third party to): (i) sublicense, distribute or use the Service outside the scope of these Terms; (ii) copy, modify, reproduce, adapt, translate or create derivative works from the Service or any documentation related thereto; (iii) reverse engineer, decompile, disassemble or attempt to discover the source code of the Service or any part thereof, except as expressly permitted by applicable law in the jurisdiction in which you are located; (iv) rent, lease, license, sell, assign or transfer rights in the license, the Service or any part thereof; (v) 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 Service for any purpose without the express written consent of Assistive; or (vi) use, post, transmit or introduce any device, software or routine that interferes or attempts to interfere with the operation of the Service.
Assistive exerts commercial efforts to ensure that its products enable Licensee's Site to become compliant with the WCAG 2.1 AA level success criteria (the "WCAG Standard“).
When the IAD is incorporated into Licensee's Site, Licensee's Site will become substantially more accessible in accordance with the provisions of the WCAG Standard, with little or no intervention required by Licensee's Site administrators, developers, and/or end users.
When the Scanner breach reports and remediation instructions with respect to the applicable scanned and monitored Licensee Site are followed and implemented by administrators or developers of the licensed Site, that Licensee Site will become substantially more accessible in accordance with the provisions of the WCAG Standard. Without limiting the foregoing, and for the avoidance of doubt, this applies to all code within the scope of the Scanner (HTML) and not to non-HTML items made available on Licensee's Site such as PDF, Audio, Video, etc.
If you provide us with written notice of any error or deviation from the WCAG Standard, we can help you to correct such error or deviation (the “Professional Services"). Any notice of a breach must be as detailed and specific as possible and include reference to the exact component of Licensee's Site that is not accessible. Without limiting the foregoing and for the avoidance of doubt, we undertake to use commercially reasonable efforts to (a) provide you with Professional Services; b Advise you on how to make licensed sites compatible; and (c) address and remedy such violations within the technical capabilities of our products, provided that, in each case, you will be solely responsible for the implementation of our instructions.
We will provide you during regular business hours and via email, chat and video conference, in accordance with your plan, technical support and assistance in operating the Products. All such services will be provided subject to the timely payment of support fees and will be done on a commercially reasonable effort basis, depending on, among other things, the level of severity of the technical issue reported to Us.
We work to provide as accurate and up-to-date information as possible on the Site.
You may not use the Service in connection with any content that is illegal (in any applicable jurisdiction) or may infringe or promote the violation of any copyright, patent, trademark, service mark, trade secret, moral right or other intellectual property. or proprietary rights of Assistive or any other third party. You may not use the Service to post illegal or defamatory information about Assistive or a person without their consent, including any information that is harassing or intentionally inflicts emotional distress. You may not use the Service to send spam messages, including, without limitation, commercial advertising or bulk emails. We reserve the right to notify the appropriate law enforcement department in the event of a violation that is a criminal offence. The prohibited uses detailed above are intended as guidelines regarding inappropriate and inappropriate conduct and should not be construed as an exhaustive list. Conduct that violates the law, regulation, or accepted standards of the Internet community is generally prohibited if expressly mentioned in these Terms. We reserve the exclusive right, at all times, to prohibit activities that damage our business interests, reputation and goodwill.
These Terms and the purchase order or any other payment record for the Service entered into between you and us (collectively the “DUST“) will be the complete and binding agreement between us and the customer identified in the PO, covering the License to use the Service, and the printed and/or electronic user documentation accompanying the Service, and/or maintenance, support or other services ordered on command, and is effective when executed. In any case of conflict or contradiction between the terms of the PO and these Terms, the PO will prevail.
Unless otherwise stated, all fees are quoted in Brazilian Reais. Any outstanding balance becomes immediately due and payable upon termination of these Terms and any collection expenses (including attorneys' fees) incurred by Us will be included in the amount due and may be charged to the applicable billing mechanism associated with You. Unless otherwise agreed in the PO, all fees payable here will be prepaid. Unless otherwise agreed in the PO, all fees payable herein do not include local, state or federal sales, use, income tax, personal property, VAT or other similar taxes or duties, including, without limitation, any withholding tax, and any such taxes, to the extent legally applicable, will be borne and paid by You. Any delay in the payment of fees payable hereinafter will be borne with interest at a rate lower than: (i) 1.5% per month; or (2) the maximum rate authorized by applicable law.
The original content, features and functionality of the Service are and will remain the exclusive property of Assistive and its licensors. The Service is protected by copyright, trademark and other applicable laws. Our trademarks, content, designs and service marks may not be used in connection with any product or service without the prior written consent of Assistive.
You acknowledge that some of the Products are AI-based, and that Licensee's Site-related data may be used to train AI models, ML models, or other algorithmic modifications. You acknowledge that the Service includes such AI components and the training models for those components. Without limiting the foregoing, the Service includes training data, training instructions, algorithms that may be reviewed during the training process, and you are responsible for ensuring that any third-party data provider requirements are not violated.
The name “Assistive” and any trademarks and/or service marks or symbols are the property of Assistive. Purchasing a License to use the Products does not entitle you to use any of the trademarks, copyrights or service symbols for any purpose not expressly contained in these Terms.
Any ideas, requests, feedbacks, recommendations, error and bug reports, comments, concepts, additional features and other requests or suggestions that you may provide to us in connection with the Service (collectively “ideas“), shall be the property of Assistive. You hereby irrevocably assign and transfer any intellectual property rights in such ideas to us, free of charge. You agree that it will automatically become our property and that we will have the right to use, exploit, implement, adapt, develop, copy, reproduce, publish, license or assign the rights to such materials and Ideas without any obligation to make any royalties or other payment to You, and without any credit obligation or notice to You. If you intend to retain any intellectual property rights in Your Ideas, please do not submit them to us without our prior written approval. The provisions of this clause will continue to apply regardless of the cessation of provision of the Services upon completion of the License for any reason. The provisions of this section will not waive or diminish any rights granted to Us under the provisions of any applicable law.
Our Service may contain links or provide tools that allow you to interact with third party websites or services (such as Google, Facebook, Twitter, YouTube, etc.) that are not owned or controlled by Assistive.
Assistive has no control over and assumes no responsibility for the content, privacy policies or practices of any third party websites or services. You further acknowledge and agree that Assistive shall not be liable, directly or indirectly, for any damages or losses caused or alleged to be caused by or in connection with your use of or reliance on any content, goods or services available on or through any websites or services. .
You agree that your use of the Service may incur third party fees, such as fees charged by your carrier for data usage, and you agree to pay all such fees and comply with all of these terms. By using the Service, you expressly release Assistive from any and all liability arising from your use of any third party website or third party services.
We strongly advise you to read the terms and conditions and privacy policies of any third party websites or services you visit.
We may immediately terminate your use of the Service, without notice or liability, for any reason, including without limitation for Your breach of these Terms. Upon termination, your right to use the Service will cease immediately. If you wish to terminate the Service, you may simply discontinue using it. The expiration or termination of these Terms shall not relieve you of any obligation intended to survive under these Terms, nor any obligation to pay applicable fees under the PO.
To the extent permitted by applicable law, You shall indemnify, hold harmless and defend Assistive, its subsidiaries and their respective directors, officers, employees, agents and representatives (“User Indemnities") at your expense, from any and all claims, actions, lawsuits, and actions by third parties brought against User Indemnities, and all related liabilities, damages, settlements, penalties, fines, costs, or expenses (including reasonable attorneys' fees and other litigation expenses) incurred by User Indemnities arising out of or relating to (i) Your breach of these Terms; (ii) Your use of the Service; (iii) Your violations of applicable laws, rules or regulations in relation to the Service; (iv) any representations and warranties made by You with respect to any aspect of the Service; (v) Any claims made by or on behalf of third parties relating directly or indirectly to your use of the Service; and (vi) violations of your privacy obligations.
Assistive will provide You with written notice of any claim, proceeding or action for which such indemnification is being sought. You will cooperate as fully as reasonably necessary in the defense of any claim. Assistive reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by You.
Your use of the Service and any dependence by you on the Service, including any action taken by you due to such use or dependence, is at your sole risk. The user does not warrant that the service will be uninterrupted or free from errors, viruses or other harmful components. The user may make improvements and/or changes to the services at any time. Assistive makes no representations as to the suitability, reliability, availability, schedules and accuracy of the service. The service is provided "as is" and "as available", "with all faults" and the user disclaims all warranties, express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a specific purpose, title and non-infringement, and are only intended for use by you on the licensee's website for which you have obtained a license.
Assistive, its service providers, agents and subcontractors do not warrant that: (a) the service will meet your needs or expectations; or (b) what defects, if any, will be corrected. Applicable law may not allow the exclusion of implied warranties, so the above exclusions may not apply to you in this regard.
Your sole and exclusive remedy for any failure or non-performance of the Service will be for the User to use commercially reasonable efforts to adjust or repair the Service.
To the extent permitted by applicable law, in no event will you be liable for any direct, indirect, special, incidental, consequential, exemplary or punitive damages, or any damages, including, but not limited to, loss of use, sales, data, loss of profits or damages to business, loss of contracts or loss of customers, even if the user was advised, knew or should have known that such damages were possible and even if direct damages do not satisfy a remedy.
You further agree that we will not be liable for any damages suffered by you in connection with loss of data, errors, system downtime, network or system outages, communication line failure, file corruption or service interruptions caused by our negligence. from us or our subcontractors and service providers, all in accordance with the theory on which any claim may be based, even if we have been advised of the possibility of such damages.
User's aggregate liability to you or any other party for any loss or damage resulting from claims, demands or actions arising out of or relating to these terms shall, at all times, be limited to the service fees paid by you for services provided during the two months prior to the circumstances which first give rise to the liability claim and in the absence of such payment to a sum of r$500.00
Furthermore, the User shall have no liability for (a) any claim of patent, trade secret or copyright infringement based on the use of other than the most recent release of the Service, if such infringement could have been avoided by the use of the latest version, (b) the security and integrity of any data or information that you store or transmit using the service or the internet, including any data or information stored on or transmitted by any computer designated as “secure”. You are responsible for promptly reporting to the User any issue that could compromise the security or integrity of any user or system participating in the Service or (c) any claim of patent infringement based on (i) use of the Service in combination with other materials. not provided by the User where infringement would not have resulted, but for such a combination, or (ii) modification of the Service by anyone other than the User, where infringement would not have resulted, but for such modification.
You further represent and warrant that you are aware that: (i) your use of the Products cannot guarantee that no claims will be filed against you in connection with Licensee's Site's failure to meet all requirements under the WCAG Rule; (ii) any discussion with our representatives will not constitute legal advice; (iii) Scanner reports may not accurately reflect all accessibility features, issues or site violations; and (iv) any Professional Services provided (if provided) are provided at your own risk. You explicitly waive any claim you may have against us in connection with the foregoing and acknowledge that the consideration paid to us was also calculated on the basis of your consent to the foregoing waiver.
These Terms will be governed by and interpreted in accordance with Brazilian law, without regard to its conflict of law provisions. The competent courts will have sole and exclusive jurisdiction over any dispute arising out of or in connection with these Terms and Conditions.
Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding Our Service and supersede and supersede any prior agreements we may have between us regarding the Service.
We reserve the right, in our sole discretion, to modify or replace these Terms at any time in our sole discretion. By continuing to access or use our Service after these revisions become effective, you agree to be bound by the revised terms. If you do not agree with the new terms, please stop using the Service. These terms will identify the date the Terms were last updated.
If there is any conflict or inconsistency between the provisions of these Terms and the information appearing on any other pages of the Site, the terms of these Terms will govern.
Our failure to exercise or implement any right or provision of these Terms does not mean that we waive that right or provision. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the remaining provisions of these Terms will remain enforceable and the invalid or unenforceable provision will be deemed modified to be valid and enforceable to the fullest extent permitted by law.
Notwithstanding anything contained herein, you authorize Assistive and its affiliates: (i) to use your name, logo and other applicable trademarks, at any time, on their websites and other marketing promotional materials, presentations, press releases, etc., for the purpose of referencing You as an Assistive customer; and (ii) use it as a reference for the Service.
For more information and clarification, please contact email@example.com