Terms of use

Version 2.0 – Updated 3rd May 2021

By using the Keypup.io web site ("Service"), or any services of Keypup ("Keypup"), you are agreeing to be bound by the following terms and conditions ("Terms of Service").​

IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY, ITS AFFILIATES AND ALL USERS WHO ACCESS OUR SERVICES THROUGH YOUR ACCOUNT TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "YOU" OR "YOUR" SHALL REFER TO SUCH ENTITY, ITS AFFILIATES AND USERS ASSOCIATED WITH IT. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.​

"Keypup" is a service of Keypup SAS, (“Keypup” or the “Company”, a French company registered in La Rochelle, RCS 849 139 027). Keypup is a service provided by Keypup SAS which is the legal entity representing Keypup. Those Terms of Use are specific to the use of Keypup.io and are not related to the use of any other service provided by Keypup SAS.​

Keypup reserves the right to update and change the Terms of Service at any time without notice. Any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to the Terms of Service. Continued use of the Service after any such changes shall constitute your consent to such changes. You can review the most current version of the Terms of Service at any time at: https://keypup.io/Terms .​

Violation of any of the terms below will result in the termination of your Account. While Keypup prohibits such conduct and Content on the Service, you understand and agree that Keypup cannot be responsible for the Content posted on the Service. You agree to use the Service at your own risk.

A. Account Terms

You must be 18 years or older to use this Service.​

You must be a human. Accounts registered by "bots" or other automated methods are not permitted.​

You must provide your legal full name, a valid email address, and any other information requested in order to complete the signup process.​

Your login may only be used by one person - a single login shared by multiple people is not permitted.

You may create separate logins for as many people as your plan allows.​

You are responsible for maintaining the security of your account and password. Keypup cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.​

You are responsible for all Content posted and activity that occurs under your account (even when Content is posted by others who have accounts under your account).​

You may not use the Service for any illegal or unauthorized purpose.

You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright or trademark laws).

B. API Terms

Customers may access their Keypup account data via an API (Application Program Interface). Any use of the API, including use of the API through a third-party product that accesses Keypup, is bound by these Terms of Service plus the following specific terms:

You expressly understand and agree that Keypup shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Keypup has been advised of the possibility of such damages), resulting from your use of the API or third-party products that access data via the API.

Abuse or excessively frequent requests to Keypup via the API may result in the temporary or permanent suspension of your account's access to the API. Keypup, in its sole discretion, will determine abuse or excessive usage of the API. Keypup will make a reasonable attempt via email to warn the account owner prior to suspension.

Keypup reserves the right at any time to modify or discontinue, temporarily or permanently, your access to the API (or any part thereof) with or without notice.

C. Payment

C1. Pricing

Our pricing and payment terms are available at keypup.io/pricing. If you agree to a subscription price, that will remain your price for the duration of the payment terms; however, prices are subject to change at the end of the payment term.

C2. Upgrades, Downgrades and changes

- We will immediately bill you when you upgrade from the free plan to any paying plan.
- If you upgrade to a higher level of service, we will bill you for the upgraded plan immediately.
- You may change your level of service at any time by choosing a plan option or going into your billing settings. If you choose to downgrade your account, you may lose access to content, features, or capacity of your account.

C3. Billing Schedule; No Refunds

Payment based on Plan

For monthly plans, the Service is billed in advance on a monthly basis and is non-refundable. There will be no upgrade/downgrade refunds, or refunds for months unused with an open account. In order to treat everyone equally, no exceptions will be made.

In case of a downgrade however, a pro-rata credit will be allocated to your account, and used as partial payment on your subsequent invoices, until said credit has been consumed in full.

In case of account Cancellation, there will be no refund or credit for the monthly payment billed prior to the account Cancellation.

Invoicing

For invoiced users, user agrees to pay the fees in full, up front without deduction or setoff of any kind, in U.S. Dollars. User must pay the fees within seven (7) days of the Keypup invoice date. Amounts payable under this Agreement are non-refundable, except as otherwise provided in this Agreement. If user fails to pay any fees on time, Keypup reserves the right, in addition to taking any other action at law or equity, to (i) charge interest on the past due amounts at 1.0% per month or the highest rate allowed by law, whichever is less, and to charge all expenses for recovery, and (ii) terminate the applicable order form. User is solely responsible for all taxes, fess, duties and governmental assessments (except for taxes based on Keypup's net income) that are imposed or become due in connection with this Agreement.

Authorization

By agreeing to these Terms, you are giving us permission to charge your on-file credit card, or other approved methods of payment for fees that you authorize for Keypup.

Responsibility for Payment

You are responsible for all fees, including taxes, associated with your use of the Service. By using the Service, you agree to pay Keypup any charge incurred in connection with your use of the Service. If you dispute the matter, contact Keypup Support. You are responsible for providing us with a valid means of payment for paid Accounts. Free Accounts are not required to provide payment information.

D. Cancellation and Termination

D1. Account Cancellation

You are solely responsible for properly cancelling your account with Keypup. An email or phone request to cancel your account is not considered cancellation. We are not able to cancel Accounts in response to an email or phone request. You can cancel your account at any time by clicking on the Account link in the menu of the Service. The Account screen provides a simple no questions asked cancellation process.

D2. Upon Cancellation

We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements, but barring legal requirements, we will delete your full profile and your Content immediately upon cancellation or termination. This information can not be recovered once your Account is cancelled.

We will not delete Content you have contributed to other User's accounts.

D3. Keypup may Terminate

Keypup has the right to suspend or terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. Keypup reserves the right to refuse service to anyone for any reason at any time.

Keypup will make a reasonable attempt via email to warn the Account owner prior to suspension or termination.

D4. Survival

All provisions of this Agreement which, by their nature, should survive termination will survive termination - including, without limitation: ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

E. Modification of the Service and Prices

Keypup reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with notice provided by email in a reasonable timeframe preceding the discontinuation or modification.

Prices of all Services, including but not limited to monthly subscription plan fees to the Service, are subject to change upon 30 days notice from us. Such notice may be provided at any time by posting the changes to the Keypup Site (Keypup.io) or the Service itself.

Keypup shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.​

F. Disclaimer of Warranties

Keypup provides the Website and the Service "as is" and "as available", without warranty of any kind. Without limiting this, we expressly disclaim all warranties, whether express, implied of statutory, regarding the Website and the Service including without limitation any warranty of merchantability, fitness for a particular purpose, title, security, accuracy and non-infringement.

Keypup does not warrant that the Service will meet your requirement; that the Service will be uninterrupted, timely, secure or error-free; that the information provided through the Service is accurate, reliable or correct; that any defects or errors will be corrected; that the Service will be available at any particular time or location; or that the Service is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your downloading and/or using files, information, content or other material obtained from the Service.

G. Limitation of Liability

You understand and agree that we will not be liable to you or any third party for any loss of profites, use, goodwill, or data, or for any incidental, indirect, special, consequential or exemplary damages, however arising, that result from

- the use, disclosure, or display of your User-Generated Content;
- your use or inability to use the Service;
- any modification, price change, suspension or discontinuance of the Service;
- the Service generally or the software or systems that make the Service available;
- unauthorized access to or alterations of your transmissions or data;
- statements or conduct of any third party on the Service;
- any other user interactions that you input or receive through your use of the Service; or
- any other matter relating to the Service.

Our liability is limited whether or not we have been informed of the possibility of such damages, and even if a remedy set forth in this Agreements is found to have failed of its essential purpose. We will have no liability for any failure or delay due to matters beyond our reasonable control.

H. Release and Indemnification

If you have a dispute with one or more Users, you agree to release Keypup from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.

You agree to indemnify us, defend us, and hold us harmless from and against any and all claims, liabilities and expenses, including attorneys' fees, arising out of your use of the Website and the Service, including but not limited to your violation of this Agreement, providing that Keypup (1) promptly gives you written notice of the claim, demand, suit or proceeding; (2) gives you sole control of the defense and settlement of the claim, demand, suit or proceeding (provided that you may not settle any claim, demand, suit or proceeding unless the settlement unconditionally releases Keypup of all liability); and (3) provides to you all reasonable assistance, at your expense.

I. Copyright and Content Ownership

We claim no intellectual property rights over the material you provide to the Service. Your profile and materials uploaded remain yours. However, if you set your pages to be viewed publicly or give right to third parties to access your Content, you agree to allow others to view your Content.

You shall defend Keypup against any claim, demand, suit or proceeding made or brought against Keypup by a third party alleging that Your Content, or Your use of the Service in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Keypup for any damages finally awarded against, and for reasonable attorney’s fees incurred by Keypup in connection with any such claim, demand, suit or proceeding; provided, that Keypup promptly gives You written notice of the claim, demand, suit or proceeding; gives You sole control of the defense and settlement of the claim, demand, suit or proceeding (provided that You may not settle any claim, demand, suit or proceeding unless the settlement unconditionally releases Keypup of all liability) and provides to You all reasonable assistance, at Your expense.

The look and feel of the Service is copyright ©2019-2021 Keypup SAS. All rights reserved. You may not duplicate, copy, or reuse any portion of the HTML/CSS, Javascript, or visual design elements or concepts without express written permission from Keypup and Keypup SAS.

J. General Conditions

Your use of the Service is at your sole risk. The service is provided on an "as is" and "as available" basis. Technical support is only available in English.

You understand that Keypup uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.

You must not modify, adapt or hack the Service or modify another website so as to falsely imply that it is associated with the Service, Keypup, or any other Keypup service.

You may use Keypup subdomains (e.g., yourname.Keypup.io) solely as permitted and intended by the Keypup Pages tool to host your company pages, project pages, or open source project pages, and for no other purpose. You may not use Keypup subdomains in violation of Keypup's trademark or other rights or in violation of applicable law. Keypup reserves the right at all times to reclaim any Keypup subdomain without liability to you.​

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by Keypup.

We may, but have no obligation to, remove Content and Accounts containing Content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party's intellectual property or these Terms of Service.

Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Keypup customer, employee, member, or officer will result in immediate account termination.

You understand that the technical processing and transmission of the Service, including your Content, may be transfered unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

You must not upload, post, host, or transmit unsolicited email, SMSs, or "spam" messages.

You must not transmit any worms or viruses or any code of a destructive nature.

If your bandwidth usage significantly exceeds the average bandwidth usage (as determined solely by Keypup) of other Keypup customers, we reserve the right to immediately disable your account or throttle your file hosting until you can reduce your bandwidth consumption. Keypup will make a reasonable attempt via email to warn the account owner prior to engaging such actions.

If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed to reflect the parties’ original intent. The remaining portions will remain in full force and effect. Any failure on the part of Keypup to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.

The Terms of Service constitutes the entire agreement between you and Keypup and governs your use of the Service, superseding any prior agreements between you and Keypup (including, but not limited to, any prior versions of the Terms of Service).

You agree that these Terms of Service and Your use of the Service are governed under French law without regard to conflict of law provisions. You and Keypup agree to submit to the exclusive jurisdiction and venue of the courts located in France.

Questions about the Terms of Service should be sent to support@keypup.io

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