Terms of Service

Last modified: 16 February 2018

 1.   Terms

            1.1   By accessing any websites, mobile sites, mobile applications, products or services offered by Formus Labs Limited (Deepseg) (including the website at deepseg.formuslabs.com) (Deepseg System), you are agreeing to be bound by these terms of service, all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these terms of service, you are prohibited from using or accessing the Deepseg System. These terms of service should be read in conjunction with Deepseg's privacy policy.

            1.2   Deepseg reserves the right, at any time, to update and change any or all of these terms of service, in our sole discretion, including but not limited to the fees and charges associated with the use of the Deepseg System. If Deepseg does so, Deepseg will post the modified terms of service on its websites, though you will be notified of any changes that, in Deepseg's sole discretion, materially impact these terms of service.

            1.3   Continued use of the Deepseg System after any changes have been made will constitute your consent to such changes. If a change has a material adverse impact on you, you may notify Deepseg within 30 days after being informed of that change that you do not agree with the change. If you do so, Deepseg may, at Deepseg's sole and absolute discretion, allow you to cancel your account, and Deepseg will refund any prepaid amount pro rata to you.

            1.4   You are responsible for regularly reviewing the most current version of these terms of service, which are currently available at: deepseg.formuslabs.com/terms. When we change these terms of service, we will modify the "Last modified" date at that page.

 2.   User License

            2.1   Permission is granted to use the Deepseg System for commercial or non-commercial use. This is the grant of a license, not a transfer of title, and under this license you may not:

                    2.1.1   modify or copy the materials on the Deepseg System;

                    2.1.2   use the materials for any public display (commercial or non-commercial);

                    2.1.3   attempt to decompile or reverse engineer any software or algorithm contained on the Deepseg System;

                    2.1.4   remove any copyright or other proprietary notations from the materials on the Deepseg System; or

                    2.1.5   transfer the materials on the Deepseg System to another person or "mirror" the materials on any other server.

            This license will automatically terminate if you violate any of these restrictions and may be terminated by Deepseg at any time. Upon termination, your viewing of these materials or upon the termination of this license, you must destroy any downloaded materials from the Deepseg System in your possession whether in electronic or printed format.

            2.2   You may use the Deepseg System for free during the Trial Access. On expiry of the Trial Access, you acknowledge you will be required to pay the subscription fees as set at deepseg.formuslabs.com/fees.

 3.   Your Obligations

            3.1   You must provide true, current and complete Submitted Information in your dealings with Deepseg (including when setting up an account) and must promptly update that Submitted Information as required so that the Submitted Information remains true, current and complete.

            3.2   If you are given a User ID, you must keep your User ID secure and:

                    3.2.1   not permit any other person to use your User ID, including not disclosing or providing it to any other person; and

                    3.2.2   immediately notify Deepseg if you become aware of any disclosure or unauthorised use of your User ID, by sending an email to contact@formuslabs.com.

            3.3   You must:

                    3.3.1  ensure that all Submitted Information is accurate and does not violates the intellectual property rights of any other person;

                    3.3.2   not act in a way, or use or introduce anything (including any virus, worm, Trojan horse, timebomb, keystroke logger, spyware or other similar feature) that in any way compromises, or may compromise, the Deepseg System, or otherwise attempt to damage or interfere with the Deepseg System; and

                    3.3.3   unless with Deepseg's written agreement, access the Deepseg System via standard web browsers only and not by any other method. Other methods include scraping, deep-linking, harvesting, data mining, use of a robot or spider, automation, or any similar data gathering, extraction or monitoring method.

            3.4   You must obtain our written permission to establish a link to the Deepseg System. If you wish to do so, email your request to contact@formuslabs.com.

            3.5   You indemnify Deepseg against all Loss that Deepseg suffer or incur as a direct or indirect result of your failure to comply with these terms of service, including any failure of a person who accesses and uses the Deepseg System by using your User ID.

 4.   Warranty and Disclaimer

            4.1   The materials and processes incorporated into the Deepseg System are either owned or licensed to Deepseg. Deepseg warrants that your use of the Deepseg System will not breach the intellectual property rights of any third party.

            4.2   Deepseg does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of, the materials or processes on the Deepseg System.

            4.3   Deepseg has not reviewed the sites linked to the Deepseg System and is not responsible for the contents of any such linked site. Visiting or using any such linked website is at your own risk.

            4.4   To the extent permitted by law, Deepseg and its licensors have no liability or responsibility to you or any other person for any Loss suffered by you in connection with:

                    4.4.1   the Deepseg System being unavailable (in whole or in part) or performing slowly; any error in, or omission from, any information made available through the Deepseg System;

                    4.4.2   any exposure to viruses or other forms of interference which may damage your computer system or expose you to fraud when you access or use the Deepseg System. To avoid doubt, you are responsible for ensuring the process by which you access and use the Deepseg System protects you from this; and

                    4.4.3   any site linked from the Deepseg System. Any link on the Deepseg System to other sites does not imply any endorsement, approval or recommendation of, or responsibility for, those sites or their contents, operations, products or operators.

            4.5   Deepseg makes no representation or warranty that the Deepseg System is appropriate or available for use in all countries or that the content satisfies the laws of all countries. You are responsible for ensuring that your access to and use of the Deepseg System is not illegal or prohibited, and for your own compliance with applicable local laws.

 5.   Content of Deepseg System

            5.1   The materials appearing on the Deepseg System could include technical, typographical, or photographic errors. Deepseg does not warrant that any of the materials or processes on its website are accurate, complete or current. Deepseg may make changes to the materials or processes contained on its website at any time without notice. However, Deepseg does not make any commitment to update the materials or processes.

 6.   Limitations

            6.1   In no event will Deepseg or its suppliers be liable for any Loss arising out of the use or inability to use the materials on the Deepseg System, even if Deepseg or a Deepseg authorized representative has been notified orally or in writing of the possibility of such damage.

            6.2   To the maximum extent permitted by law:

                    6.2.1   you access and use the Deepseg System at your own risk; and

                    6.2.2   we are not liable or responsible to you or any other person for any Loss under or in connection with these terms of service, the Deepseg System, or your access and use of (or inability to access or use) the Deepseg System. This exclusion applies regardless of whether our liability or responsibility arises in contract, tort (including negligence), equity, breach of statutory duty, or otherwise.

 7.   Suspension and Termination

            7.1   Without prejudice to any other right or remedy available to Deepseg, if Deepseg considers that you have breached these terms of service or Deepseg otherwise considers it appropriate, Deepseg may immediately, and without notice, suspend or terminate your access to the Deepseg System (or any part of it).

            7.2   On suspension or termination, you must immediately cease using the Deepseg System and must not attempt to gain further access.

 8.   General

            8.1   If Deepseg needs to contact you, Deepseg may do so by email or by posting a notice on the Deepseg System. You agree that this satisfies all legal requirements in relation to written communications.

            8.2   These terms of service, and any dispute relating to these terms of service or the Deepseg System, are governed by and must be interpreted in accordance with the laws of New Zealand. Each party submits to the non-exclusive jurisdiction of the Courts of New Zealand in relation to any dispute connected with these terms of service or the Deepseg System.

            8.3   For us to waive a right under these terms of service, the waiver must be in writing.

            8.4   Clauses which, by their nature, are intended to survive termination of these terms of service continue in force.

            8.5   If any part or provision of these terms of service is or becomes illegal, unenforceable, or invalid, that part or provision is deemed to be modified to the extent required to remedy the illegality, unenforceability or invalidity. If a modification is not possible, the part or provision must be treated for all purposes as severed from these terms of service. The remainder of these terms of service will be binding on you.

            8.6   These terms of service set out everything agreed by the parties relating to your use of the Deepseg System and supersede and cancel anything discussed, exchanged or agreed prior to you agreeing to these terms of service. You acknowledge you have not relied on any representation, warranty or agreement relating to the Deepseg System that is not expressly set out in the terms of service, and no such representation, warranty or agreement has any effect from the date you agreed to these terms of service.

 9.   Defined Terms

            9.1   Unless the context otherwise requires, in these terms of service:

                    Loss   includes loss of profits, savings, revenue or data, and any other claim, damage, loss, liability and cost, including legal costs on a solicitor and own client basis.

                    Submitted Content   means all information (including personal information) and data or any other content in any media and format, entered into, or uploaded by you to, the Deepseg System.

                    Trial Access   means no more than [5] instances of accessing and using the Deepseg System.

                    User ID   means a unique name and/or password allocated to you to allow you to access certain parts of the Deepseg System.