By signing a Product Order Form or completing an online registration or purchasing process with ServiceChannel.com, Inc., or an Affiliate of ServiceChannel.com, Inc. that is named in such Product Order Form or online flow (together with its Affiliates, "ServiceChannel"), or by accessing or using any Services, Customer agrees to be bound by the terms and conditions set forth in these Terms of Service ("Agreement").
1. Definitions
"Active Location" means a Customer facility for which Services are available with at least one Work Order per billing period.
"Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with a party.
2. Scope of Services
ServiceChannel will provide Customer with access to the ServiceChannel platform and related services as described in the applicable Order Document.
3. Customer Obligations
Customer shall use the Services in compliance with all applicable laws and regulations and in accordance with this Agreement.
4. Fees and Payment
Customer shall pay all fees specified in the applicable Order Document. All fees are non-refundable except as expressly set forth herein.
5. Intellectual Property
ServiceChannel retains all rights, title, and interest in and to the Services, including all related intellectual property rights.
6. Confidentiality
Each party agrees to hold in confidence all Confidential Information of the other party and to use such information only for the purposes of this Agreement.
7. Warranties and Disclaimers
EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND.
8. Limitation of Liability
NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES.
9. Term and Termination
This Agreement shall commence on the Effective Date and continue for the term specified in the applicable Order Document.
10. General Provisions
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware.