Terms of Service
Last modified December 18, 2017
The following are the terms and conditions for use of the Meld Tables (the “Service”) between Meld Database, Inc. (“Meld Database”) and you (either an individual or a legal entity that you represent as an authorised employee or agent). Please review this Terms of Service Agreement carefully. The Service may be used by individuals who are at least eighteen (18) years old or minors who have parental permission to open and maintain an account; provided, however, in no event is any individual under the age of thirteen (13) years old permitted to use the Service.
BY CLICKING THE “SUBSCRIBE” BUTTON, COMPLETING THE REGISTRATION PROCESS AND/OR USING THE SERVICE, YOU ARE STATING THAT YOU ARE ELIGIBLE FOR AN ACCOUNT AND THAT YOU AGREE TO BE BOUND BY THIS TERMS OF SERVICE (THIS “AGREEMENT”).
The offering of the Service is conditioned on your acceptance without modification of this Agreement.
“Account” refers to the billing account for the Service.
“Customer Data” means the data in tables or other files stored in your Account which is collected through use of the Service.
“Servers” means the servers controlled by Meld Database upon which the Processing Software and Customer Data are stored.
“Service” has the meaning ascribed to such term in the first paragraph of this Agreement.
“Software” means the proprietary Meld Tables software that displays your databases, retrieves and renders your database data, and interacts with the Service.
“Website” means the MeldTables.com website.
MEMBER ACCOUNT, PASSWORD, AND SECURITY
To register for the Service, you shall provide Meld Database with current, complete and accurate information as prompted by the registration form, including your e-mail address. You are solely responsible for any and all activities that occur under your Account. You agree to notify Meld Database immediately upon learning of any unauthorised use of your Account or any other breach of security. From time to time, Meld Database support staff may log into the Service under your Account in order to maintain or improve service, including without limitation assisting you with technical or billing issues. You hereby acknowledge and consent to such access.
Subject to the terms and conditions of this Agreement, Meld Database hereby grants you a limited, revocable, non-transferable, non-exclusive license to use the Software.
Subject to the terms and conditions of this Agreement, you may remotely access the Service with the Software. Your use of and access to the Software and the Service is conditioned upon the following:
You shall not (i) copy, modify, adapt, translate or otherwise create derivative works of the Software, or permit others to do so; (ii) reverse engineer, de-compile, disassemble or otherwise attempt to discover the source code of the Software, except to the extent expressly permitted by the law in effect in the jurisdiction in which you are located, or permit others to do so; (iii) rent, lease, sell, assign or otherwise transfer rights in or to the Service; (iv) remove any proprietary notices or labels placed by the Service; or (v) use, post, transmit or introduce any device, software or routine which interferes or attempts to interfere with the operation of the Service or the Software. You shall use the Software and Service solely for your own use, and will not make the Software or Service available for timesharing, application service provider or service bureau use. You shall comply with all applicable laws and regulations in your use of and access to the Software and Service.
Unless otherwise agreed in writing between Meld Database and you, you may not use or access the Service if you are (i) an entity or individual that markets, distributes or provides database software or services or (ii) an entity or individual that will access or use the Service on behalf of an entity or individual that markets, distributes or provides database software or services.
This license will terminate immediately if you fail to comply with the terms of this Agreement. Upon such termination, you shall cease any further use of the Service without the express written consent of Meld Database.
The Service is offered to you to help you with the operation of your business. You agree not to use the products or services provided through or in connection with the Service to: (i) conduct any business that is unlawful, (ii) infringe or otherwise violate a third party’s rights, (iii) collect information about third parties, without their express consent; or (iv) interfere with or disrupt the Service or Servers.
Meld Database reserves the right to disclose any information or materials as necessary to satisfy any applicable law, regulation, legal process or government request, or to edit, refuse to post or to remove any information or materials, in whole or in part, from the Servers, at Meld Database’s sole and absolute discretion, without notice.
FEES AND SERVICES
The fees for the Service are as posted at http://www.MeldTables.com/pricing unless otherwise stated on a valid written or electronic purchase order (which has been accepted by Meld Database in writing); provided, however, that any additional or conflicting terms contained in any purchase order, standardised form or correspondence, which are in addition to or conflict with this Agreement, shall be null and void unless such terms and conditions are contained in an amendment to this Agreement duly executed by both parties hereto. Meld Database reserves the right to suspend or terminate your access to the Service for your failure to remit payment in a timely manner. Meld Database may change its fees and payment policies for the Service from time to time. The changes to the policy are effective after Meld Database provides you with at least thirty (30) days’ notice of the changes by posting the changes at http://www.MeldTables.com/. Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees associated with your Account.
Amounts not paid by you to Meld Database when due may bear interest at the lesser of (i) one and one-half percent (1.5%) per month, and (ii) the maximum rate permitted by applicable law. If you notify Meld Database in writing that you are terminating this Agreement, fees pre-paid by you to Meld Database for the Service will be refunded to you in the same manner as originally paid to Meld Database on a pro-rated basis (except to the extent such termination is due to your breach of this Agreement) within sixty (60) days after receipt of your notice of termination. Meld Database is only required to refund directly to you any amounts paid hereunder pursuant to the express terms and conditions of this Agreement, and only if and to the extent Meld Database can issue such refund in the same manner as such amounts were originally paid to Meld Database. It is your responsibility to notify Meld Database of any changes to your original method of payment, for example, if the credit card used to make such original payment has expired.
You understand and agree that your Service fee consists of a monthly fee. The monthly fee applies to all Accounts even if your Account is inactive. Monthly fees automatically recur every month unless you properly close your account withMeld Database. Monthly fees are charged at the beginning of your monthly cycle, beginning at the terminiation of the free trial period and continuing every month thereafter.
TERM; AUTOMATIC RENEWAL
The term of Accounts is indefinite unless terminated at any time in Meld Database’s sole and absolute discretion. This Agreement, as may be amended from time to time, shall remain in full force and effect for so long as your Account is valid.
From time to time Meld Database may offer a free trial of the Service to prospective customers. A free trial account requires no payment information at sign up. Accounts with free trials will have less capacity and recources allocated to them than paying Accounts. Free trials are meant to let prospective customers experience the Service before committing to it. Use of a free trial Service for anything other than the above is prohibited. Furthermore, you agree that you are not allowed to (i) open more than one trial account, and/or (ii) upon termination of your free trial account open a new trial account. Meld Database reserves the right to discontinue the offering of free trial Service without notice.
Free trial account users additionally agree that you (i) will not use more capacity and resources than allocated to your account, (ii) will not hide or otherwise tamper with Meld Database branding on your confirmation pages, (iii) will maintain accurate and up to date contact and, to the extent collected by Meld Database, billing information, and (iv) agree to receive sales and marketing emails from Meld Database and its partners. Meld Database may, in its sole and absolute discretion, immediately terminate your service, upgrade your free account to a regular, paying Account, and/or charge appropriate fees if any of the requirements above are not met.
When you initially create an account, you may be asked whether or not you wish to receive marketing and other non-critical Service-related communications from Meld Database and our partners from time to time. You may opt out of receiving such communications at that time or at any subsequent time by changing your preference under Account Information. Free Meld Database account users will not have the option of opting out unless they terminate their free account or upgrade to a paying Account. Please be aware that because the Service is a hosted online application, Meld Database occasionally may need to notify all users of the Service (whether or not they have opted out as described above) of important announcements regarding the operation of the Service. If you are or become a paying customer of the Service, you agree that Meld Database can disclose the fact that you are a paying customer and the edition of the Service that you are using.
ACCOUNT INFORMATION AND DATA
Meld Database does not own any Customer Data. You, not Meld Database shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data, and Meld Database shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data. Meld Database reserves the right to withhold, remove and/or discard Customer Data without notice for any breach of this Agreement, including, without limitation, your non-payment. Upon termination of your Account, your right to access or use Customer Data immediately ceases, and Meld Database shall have no obligation to maintain or forward any Customer Data.
Meld Database shall not be liable for taxes and other governmental fees and assessments to be paid which are related to purchases made from you. You agree that you shall be solely responsible for all taxes, fees, and assessments of any nature associated with products or services sold through the use of or with the aid of the Services.
SECURITY AND STORAGE OF INFORMATION
Meld Database has certain security measures in place to help prevent the loss, misuse or adulteration of Customer Data stored on the Servers. These measures include Secure Socket Layer encryption and the use of a firewall. Any questions or concern about security can be addressed https://www.melddatabase.com/contactus. Notwithstanding the foregoing, Meld Database shall have no obligation or responsibility to preserve, archive, store or otherwise protect the integrity of the Customer Data against corruption, deletion or destruction. Customer Data is not stored for an indefinite amount of time.
ENHANCING AND MODIFYING THE SERVICE
Meld Database reserves the right to enhance, upgrade, or modify the Service with or without notice to you. Meld Database shall not be liable to you or any third party should Meld Databaseexercise its right to enhance or modify the Service.
You shall indemnify, hold harmless and defend Meld Database, at your expense, against any and all third-party claims, actions, proceedings, and suits brought against Meld Database or any of its officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees and other litigation expenses) incurred by Meld Database or any of its officers, directors, employees, agents or affiliates, arising out of or relating to (i) your breach of this Agreement, (ii) your negligence or misconduct in connection with the Service, or (iii) your violations of applicable law in connection with the Service.
DISCLAIMER OF WARRANTIES
Meld Database does not warrant or represent that the use of the Service will be correct, accurate, timely or otherwise reliable. You specifically agree that Meld Database shall not be responsible for unauthorized access to or alteration of the Customer Data or data from the Website.
THE SERVICE AND THE SOFTWARE ARE PROVIDED “AS IS” AND THERE ARE NO WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY MELD DATABASE, EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SERVICE AND THE SOFTWARE INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, TITLE OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. MELD DATABASE DOES NOT WARRANT THAT THE SERVICE AND/OR THE SOFTWARE WILL MEET YOUR NEEDS OR BE FREE FROM ERRORS, OR THAT ERRORS WILL BE FIXED, OR THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED. THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT AND FORMED THE BASIS FOR DETERMINING THE PRICE CHARGED FOR THE SERVICE. SOME STATES DO NOT ALLOW EXCLUSION OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
MELD DATABASE SHALL NOT BE LIABLE TO YOU OR ANY THIRD-PARTY CLAIMANT FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL (INCLUDING, WITHOUT LIMITATION, LOST REVENUE, PROFITS OR DATA COLLECTED THROUGH THE SERVICE), OR INCIDENTAL DAMAGES, WHETHER BASED ON A CLAIM OR ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION, OR OTHERWISE, EVEN IF MELD DATABASEHAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION CONTAINED IN THIS PARAGRAPH SHALL APPLY REGARDLESS OF THE FAILURE OF THE EXCLUSIVE REMEDY PROVIDED IN THE FOREGOING PARAGRAPH.
SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE LIMITATIONS OR EXCLUSIONS IN THIS AND THE FOREGOING PARAGRAPH MAY NOT APPLY TO YOU.
Meld Database’s cumulative liability to you or any other party for any loss or damages resulting from any claims, demands, or actions arising out of or relating to this Agreement shall not exceed the total fees paid by you to Meld Database for use of the Service.
PROPRIETARY RIGHTS NOTICE
Title, ownership rights, and intellectual property rights in and to the Software, Meld Database’s confidential information, and any other Meld Database information and materials, and the Service, shall remain with Meld Database. Meld Database reserves all rights not expressly granted to you in this Agreement.
You hereby grant Meld Database the right to use your trade name and/or your corporate logo in connection with Meld Database’s promotional materials and/or website to identify you as a customer of Meld Database.
You may have access to information that is confidential to Meld Database (“Confidential Information”). Confidential Information shall include any information that is clearly identified in writing at the time of disclosure as confidential as well as any information that, based on the circumstances under which it was disclosed, a reasonable person would believe to be confidential. Meld Database’s Confidential Information shall include, without limitation, the Service, Software, documentation, formulas, methods, know how, processes, designs, new products, developmental work, marketing requirements, marketing plans, licensee names, prospective licensee names, the terms and pricing under this Agreement, and the results of any comparative or other benchmarking tests with respect to the Service or the Software, in each case regardless of whether such information is identified as confidential. Confidential Information includes all information received from third parties that you are obligated to treat as confidential and oral information that is identified by Meld Database as confidential. This obligation of confidentiality does not apply to any information that is or becomes a part of the public domain through no act or omission by you, was in your lawful possession prior to the disclosure without any restriction on disclosure, or is independently developed by you without use of or reference to such Confidential Information. If you are required to disclose such Confidential Information to any court or government authority, then you agree to provide Meld Database with sufficient written notice prior to your disclosure to enable Meld Database to seek a protective order or otherwise prevent such disclosure. Such obligations of confidentiality shall survive any termination of this Agreement indefinitely.
You agree, unless required by law, (i) not to make Confidential Information available in any form to any third party (including but not limited to entities or individuals that market, distribute or provide web database software or services) except to your employees or agents who are required to know such Confidential Information to allow you to exercise your rights under this Agreement, and (ii) not to use the Confidential Information for any purpose other than in the performance of this Agreement. You shall not disclose the results of any performance tests of the Software or Service to any third party without Meld Databases prior written approval. You agree to take all necessary steps to ensure that Confidential Information is not disclosed or distributed by your employees or agents in breach of this Agreement. You acknowledge and agree that, due to the unique nature of Confidential Information, there can be no adequate remedy at law for breach of this section of the Agreement and that such breach would cause irreparable harm to Meld Database, therefore Meld Database shall be entitled to seek immediate injunctive relief, in addition to whatever remedies it might have at law, in equity and/or under this Agreement.
This Agreement and the license granted herein will terminate automatically if you fail to comply with any of the terms and conditions hereof. Meld Database reserves the right to terminate this Agreement and your use of the Service for any reason or no reason.
To terminate your use of the Service, you must contact Meld Database online at http://www.melddatabase.com/contact or via email at email@example.com to request the termination of your Account. Upon receipt and verification, a Meld Database representative will delete your Account and all of your Customer Data. You will be charged for the billing period in which you terminate your account according to the terms of this Agreement. If you do not formally request the termination of your Account, you will continue to be billed for the Service.
If for any reason you are not 100% satisfied with our service, within 30 days from the start of your first paid subscription, Meld Database will fully refund your initial payment.
MODIFICATIONS TO TERMS OF SERVICE AND OTHER POLICIES
Meld Database reserves the right to change or modify any of the terms and conditions contained in this Agreement, the Service, or any policy governing the Service, at any time, by posting the new agreement to the Website. You are responsible for regularly reviewing the site. Your continued use of the Site or the Services shall constitute your acceptance of any such changes and your agreement to be legally bound thereby.
The Agreement shall be governed by the laws of the Republic of the Philippines.
Meld Database shall be excused from performance hereunder to the extent that performance is prevented, delayed or obstructed by causes beyond its reasonable control. This Agreement (including any amendment agreed upon by the parties in writing) represents the complete agreement between the parties concerning its subject matter, and supersedes all prior agreements and representations between them. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed to the extent necessary to make it enforceable, and all other provisions of this Agreement shall remain in full force and effect. The waiver by either party of any default or breach of this Agreement shall not constitute a waiver of any other or subsequent default or breach. Neither this Agreement nor any rights granted hereunder may be sold, leased, assigned, or otherwise transferred, in whole or in part, by you, and any such attempted assignment shall be void and of no effect without the advance written consent of Meld Database, such consent not to be unreasonably withheld, conditioned or delayed. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective heirs, successors, permitted assigns, and legal representatives.
FOR MORE INFORMATION
If you have any questions or comments about this Agreement, the Service, or your experience with the Service, please contact Meld Database online at http://www.melddatabase.com/contact.