SOFTWARE LICENSE AND SERVICE TERMS AND CONDITIONS
Bematech International (“Bematech”, “us”, “our”, or “we”), a corporation formed under the laws of the State of Delaware, develops, owns and licenses software (referred to as a single entity, or as components, as “Bemacash”) and a Point Of Sale inventory reporting and management application for Android devices (the “POS Program”) deployed through Bemacash’s website located at http://www.bemacashus.com/ (the “Site”).
THESE SOFTWARE LICENSE AND SERVICE TERMS AND CONDITIONS (THE “TERMS & CONDITIONS”) GOVERN THE LICENSE AND USE OF BEMATECH INTERNATIONAL LICENSED SOFTWARE AND PROVISION OF POS PROGRAM SERVICES, BEMACASH.
IF YOU DO NOT AGREE TO THESE TERMS & CONDITIONS, THEN YOU MAY NOT INSTALL, COPY, DOWNLOAD OR OTHERWISE USE OR ACCESS THE LICENSED SOFTWARE OR POS PROGRAM SERVICES.
Any modification requests to these Terms & Conditions may be given to: firstname.lastname@example.org, Bematech, at 999 So. Oyster Bay Rd. Bldg. 104, Bethpage, NY 11714 USA. Modifications will only be binding if agreed to in writing and signed by you and Bematech.
Bematech International or Bemacash does not accept registration from users who are under 18 years of age. By downloading the Licensed Software and/or using the Services you represent that you are at least 18 years old. You must be a real living person (human). Automated methods or “bots” may not create accounts and/or use the Services.
Changes may be made to these Terms & Conditions from time to time without notice. Any new feature that augments or enhances the current Licensed Software or Services, including the release of new Licensed Software releases, tools and resources, shall be subject to these Terms & Conditions. Continued use of the Services after any such changes shall constitute your consent to such changes. You can review the most current version of the Bemacash Software and Service Terms and Conditions at any time at http://www.bemacashus.com/terms-and-conditions/
If you do not wish to utilize the Services after on-boarding by you or your Bemacash Reseller, you must terminate and deactivate your Bemacash account by clicking on the “Request Deactivation” button in the Bemacash back office portal under Registers. A phone call or email request is not considered termination. In the event of deactivation of your account in accordance with this paragraph, Bematech International or your Reseller will cease billing for the Services subject to deactivation.
To create an account, you must establish a username and password. Your username is your initial Bemacash identity. You will not be able to establish a username and password that is used by someone else, and your username cannot be indecent, or otherwise offensive, or be used in any way that violates these Terms & Conditions and common practices. You must provide truthful and accurate information while creating your account and during the registration process. You will indemnify us for any claims resulting from false or inaccurate information provided during the registration process.
You should not reveal your password to other users. Bemacash will not ask you to reveal your password. If you forget your password, you can request to have a new password sent to your registered e-mail address via the “Can’t access your account link?” link on your login page. Your account is at risk if you let someone use it inappropriately and your account is subject to termination if you or anyone using your account violates these Terms & Conditions.
PAYMENTS, ADD-ONS AND REFUNDS
We reserve the right to update, discount, amend and increase prices from time to time to existing and new Services at our own discretion with or without notice.
Notice on any price change will be given to customers at least 30 days in advance via email to your registered e-mail address or posting on www.bemacashus.com, and will take effect in the billing cycle following such notice.
Payment is due in advance at the start of each Services period. The customer’s billing cycle starts on the day the account is created and shall continue Services period to Services period until terminated by you. Payments are to be made by ACH debit or credit card or debit card. Late payments may result in account suspension and possible cancellation by the company. The Bemacash Reseller also has the right to terminate your account for non-payment and or violation of these Terms and Conditions set forth in this document.
If your account is cancelled for late payment or non-payment of the Services then Bemacash may delete your account and any data related to your Services.
Subscription billing and payments are processed via ACH debit or credit card or debit card and will appear on your card statement in your reseller’s company name.
All fees are exclusive of any and all taxes imposed by taxing authorities and you shall be responsible for payment of all such taxes imposed on you as an account holder.
Bematech does not provide refunds on partial use of the Services or account cancellations.
INTELLECTUAL PROPERTY – LICENSE & LIMITATIONS
Bematech and its licensors own the Licensed Software and Services, including all worldwide intellectual property rights in and to the Licensed Software and Services, and the copyrights, trademarks, service marks, and logos contained therein. Bematech owns all rights in the domain address(es) associated with the Site from which you may receive Services.
Subject to the terms and conditions hereunder, Bematech hereby grants you a limited, non-exclusive, non-transferrable license, without the right to sub-license, to install and operate the Licensed Software and to operate an account on the Bemacash Site solely for your benefit and not for any third party, until the termination of these Terms & Conditions. Any rights not expressly granted hereunder are reserved by Bematech. No rights in the Licensed Software or Services are granted, whether expressly or by implication, including, without limitation, any rights in any patents, copyrights, trademarks or trade secrets embodied therein, except in connection with the permitted uses expressly described herein.
Except as permitted herein, you shall not (i) make copies of or further distribute the Licensed Software, including copying onto any other medium, (ii) distribute, rent, sublicense, lease, resell, or assign the Licensed Software, (iii) remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in the Licensed Software and Services (iv) alter, modify or adapt the Licensed Software or Services, including but not limited to, translating, decompiling, disassembling, reverse engineering, or creating derivative works, (v) export the Licensed Software without the appropriate foreign government licenses and without Bemtech’s prior written approval, (vi) resell, rent or otherwise provide access to the Licenses Software or the Bemacash Site to a third party, or (vii) take any action in an attempt to obtain any other Bemacash member’s user’s data, cause malfunction, crash, tamper with or otherwise impair the Site and its Services. If you are a direct competitor of Bematech, you may not register to use or access the Licensed Software and/or the Services except with the express written consent of Bematech.
Certain types of content may be made available through the Services. “Content” as used in these Terms & Conditions means, collectively, all content on or made available on the Services or on associated documentation. Bematech reserves the rights to remove and permanently delete any proprietary Content without notice.
In the course of using the Services, you may enter or submit certain information regarding yourself, your customers or transactions relating to your customers and activity into the Site or POS Program (“Customer Data”). You are fully and solely responsible for all Customer Data, and you represent and warrant that such Customer Data complies with all applicable law and does not infringe third party intellectual property rights or moral rights. Customer Data that is obscene, abusive, indecent or may otherwise subject us to public disparagement or scorn, may be deleted or made unavailable without prior notice to you and may count as cause for account termination by Bematech. You grant Bematech a worldwide, non-exclusive, royalty-free, perpetual, sub-licensable and transferable license to use, copy, distribute, transmit, modify, prepare derivative works of, publicly display, and publicly perform any and all such Customer Data for Bematech’s own commercial purposes and for the purpose of providing the Services to you.
Bematech will grant you access to all your Customer Data as generally made available by Bemacash during the period that Bematech provides the Services. Bematech will have no obligation to maintain, forward, or provide you any access to any Customer Data if Bematech terminates Services under the Order Form or ceases to provide you with Services as a result of a breach of these Terms & Conditions by you.
ELECTRONIC (CREDIT/DEBIT CARD) PAYMENT PROCESSING
The POS Program integrates with third party credit card processors and other electronic payments transaction processing companies via Pax Payment Terminals in order to provide you with Services in respect to electronic payment processing which could include credit card or debit card processing services. Your credit card and debit card processing merchant account will be governed by separate agreement(s) between your Company and with your applicable credit card/merchant account company and payment processor. Bematech shall have no liability or responsibility in respect of these merchant processing services unless contracted through Bematech.
If you use the Services in conjunction with electronic payments for credit card or debit card processing, you must use credit and debit card reading peripheral hardware approved by Bematech available from your Bemacash Reseller. Bematech makes no warranty, express or implied, in respect to such payment terminals. Warranties for the payment terminals are solely between the manufacturer and you and shall be as set forth in the Limited Warranty statement provided with the hardware.
Bematech may, as a part of the Services (including, without limitation, advertisements), enable the linking to or using web sites belonging to third parties. In such instance, we have no control over third-party sites, and all use of third-party sites is at your own risk. Bematech is not responsible for content or services available by means of such sites. Bematech does not endorse any products or services offered by third parties and we urge our users to exercise caution in using third-party sites.
TERMINATION OF ACCOUNT
You may terminate the Services under the Order Form and deactivate your Bemacash account at any time and for any reason by requesting “Account Deactivation” button in the Bemacash Portal under Registers. A phone call or email request is not considered cancellation.
You agree that Bematech may for any reason, in its sole discretion, terminate your account. Bematech will generally provide you with 30 days notice prior to termination of your account and the cessation of the provision of the Services.
Bematech may terminate your account without any notice for (i) any material breach of these Terms & Conditions, (ii) fraudulent, harassing or abusive behavior, (iii) behavior that is harmful to other users, third parties, or the business interests of Bematech, or (iv) if you are insolvent or bankrupt. Bematech will not have any liability for any damages as a result of the termination of the Services pursuant to these Terms & Conditions.
If Bemacash believes, in its sole discretion, that a violation of these Terms & Conditions or any illegal or inappropriate behavior has occurred, we may take any other corrective action we deem appropriate. We reserve the right to investigate suspected violations of these Terms & Conditions or illegal and inappropriate behavior of the Licensed Software and/or Services. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone believed to have violated these Terms & Conditions or to have engaged in illegal behavior through the Licensed Software and/or Services. Any and all costs associated with legal fees such as court orders, legal counsel, court fees and any other fees incurred from illegal or inappropriate behavior will be your responsibility. You are solely responsible for properly cancelling your activated account.
Upon the termination of the Services under the Order Form for any reason, the license to use the Licensed Software and license to use the Services shall automatically terminate. Upon termination, you will delete or destroy all copies of the Licensed Software. Upon termination, Bematech shall terminate your access to the Bemacash Site, the account itself and the data residing therein. YOU MUST EXPORT YOUR ACCOUNT DATA PRIOR TO TERMINATION OF THE SERVICE. Bematech SHALL NOT BE RESPONSIBLE FOR YOUR ACCOUNT DATA AFTER TERMINATION. If your account is terminated, you may not establish a Bemacash account again without express permission by Bematech.
Your duties to (i) pay amounts due and payable, (ii) refrain from any kind of reverse engineering or other act in violation of or (iii) indemnify Bematech as provided under these Terms & Conditions shall survive termination of the Services under the Order Form.
Bematech does not provide refunds on partial use of the Services or account cancellations.
Your Bemacash Reseller will provide you with First Level Support which includes the initial configuration of the Licensed Software and hardware, POS Program implementation, and training in the use of the Services. If you experience any problems with the Services, please contact your Bemacash Reseller associated with your account. If your Bemacash Reseller is unable to provide you with assistance, please contact Bemacash directly at email@example.com.
DISCLAIMERS & LIMIT OF LIABILITY
The Services are provided through the internet. As such, the Services may be subject to limitations, delays and other problems inherent in the internet or electronic communications. Bematech is not responsible for any delays, delivery failures or other damage resulting from such problems. You are responsible for procuring and maintaining the appropriate internet services required for access to the Services and the Site.
Certain external hardware may be required in order for you to receive or access the Services and/or the Site. Bematech shall have no responsibility or liability in respect of any malfunctions or delays caused by such external hardware, and shall have no service obligations in respect of such hardware.
Your use of any aspect of the Site, Services and Content is at your own risk. Bematech makes no representations or warranties whatsoever in respect of the Site, Services or Content. Neither Bematech nor any of its officers, employees, licensors or affiliates will be liable for any direct, incidental, consequential, indirect, punitive, exemplary, special or other damages, whether under any contract, tort (including negligence), strict liability, or other theory, and regardless of whether it has been advised of the possibility of such claim or damage, arising in connection with the Site, Services or Content.
Without limiting the foregoing, except as expressly stated in these Terms & Conditions, the Services and everything available on the Site or by means of the Site is provided to you “AS-IS” without warranty of any kind, either expressed or implied, including the implied warranties of merchantability, fitness for a particular purpose, or non-infringement, and Bematech expressly disclaims all express or implied warranties.
Bematech does not warrant that (i) the Services will meet your specific requirements, (ii) the Services will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Services will be accurate or reliable (iv) the quality of any products, services, information, or other material purchased or obtained by you through the Services will meet your expectations, and (v) any errors in the Services will be corrected.
No party shall be liable to the other for any delay or non-performance of its obligations under these Terms & Conditions arising from any cause beyond its control including, without limitation, any of the following: act of God, governmental act, war, fire, flood, explosion or civil commotion. For the avoidance of doubt, nothing in this clause shall excuse the customer from any payment obligations under these Terms & Conditions.
In no event shall Bematech be liable to you or any third party for any incidental, consequential, indirect, special or punitive damages, arising out of or relating to the POS Program, Site or Services. In any case, Bematech’s total aggregate liability under any provision of these Terms & Conditions, or for anything relating to the POS Program, Site or Services shall not exceed amounts paid by you to Bematech’s for the use of the Services in the six (6) months prior to the applicable claim.
You agree to indemnify, defend, and hold harmless Bematech and its officers, employees, licensors and affiliates against any and all claims, damages, or costs or expenses (including reasonable attorneys’ fees) that arise directly or indirectly from: (i) the material breach of these Terms & Conditions by you or anyone using your computer or password; (ii) any claim, loss or damage experienced from your use or attempted use of (or inability to use) the Site, including any transactions that you conduct or attempt; (iii) your violation of any law or regulation; (iv) your infringement (or the infringement by any Customer Data) of any right of any third party, including without limitation any intellectual property right or moral right; or (v) your violation of any applicable law, regulation, rule or third party intellectual property right or moral right as a result of your forwarding or posting any Content. You agree that your use of the Site (including, without limitation, provision of Services in connection with the Site) shall be in compliance with all applicable laws, regulations and guidelines.