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AXURE TERMS OF SERVICE

By using Axure services you are agreeing to be bound by these terms.

These Terms of Service (“Terms”) govern your (“You” or “Customer”) access to and use of any of the following (collectively, the “Services”) provided by Axure Software Solutions, Inc. (“Axure”): the www.axure.com website and any other Axure websites, all Axure mobile applications including the Axure Share App (collectively, the “Axure Share Apps”), and any services, including the Axure Share cloud hosting solution (to the extent hosted by Axure) (“Axure Share”) and the Axure Customer Portal,. The applicable Axure Software License Agreement (located at www.axure.com/license) governs your use of any other Axure software, including the Axure RP software tool suite (“Tools”) and any Axure Share software enabling the hosting by a customer.  By using any of the Services you, the Customer, agree to be bound by these Terms. If you are using the Services on behalf of an organization, you are agreeing to these Terms for that organization and promising that you have the authority to bind that organization to these Terms.


1)     License.  Subject to your compliance with these Terms, Axure hereby grants you a free of charge, non-exclusive, time-limited, non-transferable, non-sub-licensable, revocable license to use the Services (including any Axure Share Apps), as provided by Axure, in connection with your licensed use of the Tools, subject to these Terms.  You may not incorporate any portion of the Axure Share Apps into your own programs or compile any portion of them in combination with your own programs, transfer them for use with another service, or sell, rent, lease, lend, loan, distribute or sub-license the Axure Share Apps or otherwise assign any rights to the Axure Share Apps in whole or in part.


Storage Limits. There may be storage limits associated with Axure Share which are described in the services descriptions on the Websites or in the generally available Axure Share documentation. Axure reserves the right to charge for additional storage or overage fees at the then-current rates specified on the Website.  You understand that Axure may, at any time in its sole discretion, impose new or modify existing, storage limits for Axure Share, with or without notice to Customer.

Third Party Terms. Additional third party terms contained within or distributed with the Axure Share Apps that are specifically identified in related documentation may apply to the particular portion of the Axure Share Apps (or software incorporated therein) and will govern the use of such software in the event of a conflict with these Terms.

Use of Third Party Services. When you use the Axure Share Apps, you may also be using the services of one or more third parties, such as a wireless carrier or a mobile platform provider. Your use of these third party services may be subject to the separate policies, terms of use, and fees of these third parties.

No Reverse Engineering. You may not, and you will not encourage, assist or authorize any other person to copy, modify, reverse engineer, decompile or disassemble, or otherwise tamper with, the Axure Share Apps, whether in whole or in part, or create any derivative works from or of the Axure Share Apps.

Updates. In order to keep the Axure Share Apps up-to-date, we may offer automatic or manual updates at any time and without notice to you.

Government End Users. You must comply with all export and re-export restrictions and regulations of the Department of Commerce and other United States agencies and authorities that may apply to the Axure Share Apps. If you are a U.S. Government end user, we are licensing the Axure Share Apps to you as a "Commercial Item" as that term is defined in the U.S. Code of Federal Regulations (see 48 C.F.R. § 2.101), and the rights we grant you to the Axure Share Apps are the same as the rights we grant to all others under these Terms.


2)     Ownership.  Except for the license expressly provided herein, these Terms do not grant you any right, title, or interest in the Services, any software or other technology used by Axure or its partners in connection with providing the Services, or the content in the Services. 


All comments, inputs, suggestions, and feedback (“Feedback”) regarding or relating to any of Axure’s products or the Services submitted shall be considered non-confidential and Axure's property. By providing such Feedback, you agree to assign to Axure, at no charge, all world-wide rights, title and interest in copyrights and other intellectual property rights in and to the Feedback. Axure shall be free to use and disseminate such Feedback on an unrestricted basis for any purpose in connection with its products and services.


Customer retains full ownership of any information, files, and folders but excluding any Feedback (“Files”) that you submit to the Services. Axure does not claim any ownership to any Files. These Terms do not grant Axure any rights to Files except for the limited rights that are needed to provide the Services, as explained below.  Customer represents and warrants that it is authorized to provide, and view, receive and access the Files.  Without any liability to you or any third party, Axure may remove or delete any or all Customer Files on the earlier of (a) termination of your Axure Software License Agreement, or (b) expiration of your Subscription Period (if applicable). If Customer does not license the current or one prior Major Version (e.g., RP 7.0, 8.0, etc.) of the Tool, Axure may remove or delete any or all Customer Files.  Axure may also remove or delete Files and/or suspend access to any portion of the Services at any time, without notice, upon Axure’s good faith determination that you have breached these Terms or the applicable Axure Software License Agreement or in response to copyright/trademark infringement takedown requests.


Customer hereby grants a world-wide, non-exclusive, perpetual, royalty-free right and license to Axure to use the Files in order to provide the Services such as hosting Files, generating hosted prototypes from the Files, and creating backup data, and to perform analytics on the Files and how the Tool and Services are used, such as usage patterns and characteristics of our customers, on an aggregated anonymous basis. This permission also extends to trusted third parties that assist in providing the Services, for example Amazon, which provides storage space for the Services.


The Services and any technology used to provide the Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. These Terms do not grant you any rights to use any Axure trademarks, logos, domain names, or other brand features.

 

3)     Sharing Files.  Certain of the Services provide features that allow Customer to share Files with others. In general, those features do not enable sharing by default so you must turn them on to do so. Axure has no responsibility for what others do with the Files including copying, modifying or re-sharing. 

Axure has no obligation to review any Files and is not responsible for the accuracy, completeness, appropriateness, or legality of Files, user posts, or any other user-submitted information Customer may be able to access using the Services.

 

4)     Privacy.  Any personally-identifiable and other information that you provide during your use of the Service, and Axure’s collection and maintenance thereof, will be subject to and governed by the Axure Privacy Policy located at www.axure.com/privacy.


5)     Customer Responsibilities.  Files and other content in the Services may be protected by intellectual property rights of others. Customer will not copy, upload, download, or share Files unless Customer has the right to do so. Customer, not Axure, will be fully responsible and liable for what Customer copies, shares, uploads, downloads or otherwise uses while using the Services. Customer must not upload spyware or any other malicious software to the Service.

 

Customer, and not Axure, is responsible for maintaining and protecting the Files. Axure will not be liable for any loss or corruption of Files, or for any costs or expenses associated with backing up or restoring any Files.

 

6)     Account Security.  Customer is responsible for safeguarding the password that Customer uses to access the Services and Customer agrees not to disclose the password to any third party. Customer is responsible for any activity using Customer’s account, whether or not Customer authorized that activity. Customer should immediately notify Axure of any unauthorized use of Customer’s account. It is Customer’s responsibility to use a secure encrypted connection to communicate with the Services to protect transmission of data or Files to the Services.

 

When you enter sensitive information such as a credit card number, Axure encrypts the transmission of that information using secure socket layer technology (SSL). When your files are sent to Axure servers from Axure RP or the web interface, they are sent over SSL encryption. However, Axure cannot guarantee absolute security as no method of electronic transmission or storage is 100% secure.

 

Axure uses Amazon Web Services for data storage. You can find more information about Amazon security at Amazon's AWS site. Amazon has both physical and service level security in place to prevent unauthorized access to the data. Amazon also keeps redundant backups of all data over multiple devices and across multiple facilities.

 

7)     Account Information.  If Customer contact information or other information related to Customer account changes, Customer must notify Axure promptly and keep the information current.

 

8)     Not for Under 13 Year Olds.  The Services are not intended for use by Customers under 13 years of age. By agreeing to these Terms, Customer is representing to Axure that Customer is over 13.

 

9)     Unacceptable Uses.  Customer will not, and will not attempt to or assist anyone to, use the Services other than as intended and permitted, including, without limitation, by engaging in the following activities with respect to the Services:

probe, scan, or test the vulnerability of any system or network;

breach or otherwise circumvent any security or authentication measures;

access, tamper with, or use non-public areas of the Service, shared areas of the Service Customer has not been invited to, Axure Share, Axure, or service providers’ computer systems;

interfere with or disrupt any user, host, or network, for example by sending a virus, overloading, flooding, spamming, or mail-bombing any part of the Services;

plant malware or otherwise use the Services to distribute malware;

access or search the Services by any means other than our publicly supported interfaces (for example, “scraping”);

send unsolicited communications, promotions or advertisements, or spam;

send altered, deceptive or false source-identifying information, including “spoofing” or “phishing”;

publish anything that is fraudulent, misleading, or infringes another's rights;

promote or advertise products or services other than your own without appropriate authorization;

impersonate or misrepresent your affiliation with any person or entity;

publish or share materials that are unlawfully pornographic or indecent, or that advocate bigotry, religious, racial or ethnic hatred;

violate the law in any way, or to violate the privacy of others, or to defame others.

 

10)     Changes to the Services.  The Services will continue to change over time. We may modify the Services and add or remove features at any time without prior notice to you. We may also remove any content from our Services at our discretion.  Certain portions of the Services may not remain compatible with prior versions of the Tools and/or the Axure Share software enabling the hosting by a customer.


11)     Termination and Suspension.  Customer can stop using the Services any time. Axure reserves the right to cease providing, suspend or end the Services at any time, with or without cause, and with or without notice. For example, Axure may suspend or terminate Customer use if Customer is not complying with these Terms, or uses the Services in any way that would cause Axure legal liability or disrupt others’ use of the Services.  Your rights to use the Services will automatically terminate without notice from Axure if you fail to comply with any of these Terms, the Privacy Policy or applicable Axure Software License Agreement.

 

12)     Warranty.  TO THE FULLEST EXTENT PERMITTED BY LAW: THE SERVICES AND SOFTWARE ARE PROVIDED “AS IS”, AT YOUR OWN RISK, WITHOUT EXPRESS OR IMPLIED REPRESENTATIONS, GUARANTIES, OR WARRANTIES OF ANY KIND. WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Axure will have no responsibility for any harm to your computer system, loss or corruption of data, or other harm that results from your access to or use of the Services.  WITHOUT LIMITING THE ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT AXURE MAKES NO REPRESENTATION, GUARANTY, OR WARRANTY THAT (a) THE SERVICES WILL MEET YOUR REQUIREMENTS, (b) THE SERVICES WILL BE UNINTERRUPTED, CONTINUOUS, TIMELY, SECURE, OR ERROR-FREE, (c) THE RESULTS FROM THE USE OF THE SERVICES WILL BE COMPLETE, ACCURATE OR RELIABLE, AND (d) THE QUALITY OF SERVICES, AND THE INFORMATION AND OTHER MATERIAL OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS.

 

13)     Limitation of Liability.  TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL AXURE, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) DAMAGES, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT AXURE HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; (B) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES MORE THAN THE GREATER OF $20 OR THE AMOUNTS PAID BY YOU TO AXURE FOR THE PAST THREE MONTHS OF THE SERVICES IN QUESTION.

 

14)     Indemnity.  To the extent permitted by applicable law, you agree to indemnify, defend and hold Axure and its affiliates, directors, shareholders, officers, agents, representatives and employees, harmless from any liability, action, suit, damages, claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the Services or your violation of these Terms of Use, except to the extent arising out of the sole active negligence or willful misconduct of Axure or its agents.

 

15)     Export Restrictions.  The export and re-export of the Services may be controlled by the United States Export Administration Regulations. The Services may not be used in Cuba; Iran; North Korea; Sudan; or Syria or any country that is subject to an embargo by the United States. If you are a resident or national of, or a business located in, any of those countries, you may not download or use the Services. In addition, the Services may not be provided to or distributed to persons on the Table of Denial Orders; the Entity List; or the List of Specially Designated Nationals.


16)     DMCA Notice.  Axure respects the intellectual property of others, and we ask you to do the same. If you are a copyright owner or an owner's agent and find any content on the Services that infringes upon your copyrights, you may submit a notification according to the Digital Millennium Copyright Act. To do so, please provide our Copyright Agent with the required information (see 17 U.S.C 512(c)(3) for further detail) in writing. Axure’s designated Copyright Agent to receive notifications of claimed infringement can be reached at contactus [at] axure.com. You acknowledge that if you fail to comply with all of the requirements of this Section, your DMCA notice may not be valid.

 

17)     Changes to Terms.  Axure may revise these Terms from time to time and the most current version will be posted on our website. By continuing to access or use the Services after revisions become effective, Customer agrees to be bound by the revised Terms.  For ease of your review of any changes, the following is a list of the date of all revisions to these Terms:


Version              Date Promulgated

Version 1.0         December 1, 2011

Version 2.0        March 23, 2016


18)     Miscellaneous Legal Terms.  THESE TERMS AND THE USE OF THE SERVICES WILL BE GOVERNED BY CALIFORNIA LAW EXCEPT FOR ITS CONFLICTS OF LAWS PRINCIPLES. ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES MUST BE LITIGATED EXCLUSIVELY IN THE FEDERAL OR STATE COURTS OF SAN DIEGO COUNTY, CALIFORNIA, AND BOTH PARTIES CONSENT TO VENUE AND PERSONAL JURISDICTION THERE. These Terms (including the Axure Privacy Policy) constitute the entire and exclusive agreement between you and Axure with respect to the Services, and supersede and replace any other agreements, terms and conditions applicable to the Services. Customer agrees to comply with all applicable laws and regulations relating to its use of the Services. These Terms create no third party beneficiary rights. Axure’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable the remaining provisions of the Agreement will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights in these Terms, and any such attempt is void, but Axure may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services. Axure and you are not legal partners or agents; instead, our relationship is that of independent contractors.