Terms of Service

1. Acceptance of Terms

By installing and using Archived, you agree to abide by these Terms of Service. If you do not agree, please discontinue use of the extension.

2. Description of Service

Archived is a web extension that allows users to save, clip, and leave comments on web pages. These features are provided for personal and informational purposes only.

2B. Use of Service

You may use the Services only if you have reached the age of majority where you live, and you can form legally binding contracts under applicable law. You may not use the Services if you live in a jurisdiction where access to or use of the Services or any part of them may be illegal or prohibited. It is solely your responsibility to determine whether your use of the website is lawful, and you must comply with all applicable laws.

2C. Fees and Payment

Fees

You agree to pay all fees set out in an Access Agreement. All fees are non-cancellable and non-refundable and are based on Services purchased and not actual usage. Unless otherwise agreed between you and us, charges may be paid by credit card, electronic funds transfer or bank/wire transfer. For the avoidance of doubt, you shall not be entitled to any refund in the event of unused Services.

Payment Terms

Unless otherwise set out in the Access Agreement, Service fees are payable at the time of entrance into an Access Agreement. All fees are exclusive of taxes, levies or duties imposed by taxing authorities. Customer shall be responsible for paying all such taxes, levies or duties (excluding taxes based on the Company's income), even if such amounts are not listed on an Access Agreement. Customer shall pay all fees in Dollars or in such other currency as agreed to in writing by the parties without set-off or deduction.

Suspension Rights

We reserve the right to immediately terminate the Services if: (i) the billing or contact information provided by you is false or fraudulent; or (ii) you fail to make any payment due within ten business days after we have provided you with notice of such failure. Any suspension of the Services by us under this section shall not relieve you of your payment obligations under this Agreement. We will not be liable to you nor to any third party for any suspension of the Services resulting from your non-payment of fees.

3. User Responsibilities

When using Archived, you agree to:

• Use the extension in compliance with applicable laws and regulations.
• Not use Archived for illegal, harmful, or abusive purposes.
• Be responsible for the content you save, clip, or comment on.

4. Account and Access

• Some features may require account registration.
• You are responsible for maintaining the security of your account credentials.
• We reserve the right to suspend or terminate accounts that violate these Terms.

5. Content and Ownership

Content

The Services contains Content owned by the Company, its suppliers or licensors ("Company Content"). The Company, its suppliers and licensors own and retain all rights, including all intellectual property rights, in and to the Services and the Content. The Services and Content are protected by copyright, trademark, patent, trade secret and other laws.

You must not remove or alter any copyright notices on any copy of Archived or other Software.

Ownership

Archived and any other Services are licensed and not sold to you. All rights not expressly granted to you in this Agreement are reserved and retained by us. You may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, use or sell any Content or other Content appearing on or through the Services. You must not modify, build upon or block any portion or functionality of the Services. We grant you a limited, revocable, non-sublicensable license to use the Content (excluding software code) in connection with using the Services in accordance with an Access Agreement. No Service, nor any part of any Service, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without our express written consent. You may not misuse the Services. You may use the Services only as permitted by law. The licenses granted by us terminate if you do not comply with this Agreement.

Software

We grant you a limited, personal, worldwide, non-sublicensable, non-transferable, non-exclusive license to install and execute ARCHIVED and other Service-related software ("Software") on machines operated by or for you solely to permit you to use the Services in accordance with an Access Agreement.

Any Software is licensed and not sold. Software may include code that is licensed under third party license agreements, including open source, made available or provided with the Software, as applicable. The Company, its suppliers and licensors own and retain all rights in the Software. The Software is protected by copyright, trademark, patent, trade secret and other laws.

The Software includes official plugins incorporated into the software installation package provided by the Company. The Software does not include any other plugins, extensions, or software components created by and/or distributed entities other than the Company for integration into or use with the Software ("Third Party Plugins").

Restrictions

Customer shall not (and shall not permit others to): (i) license, sub-license, sell, transfer, distribute or share the Services or Software or make any of them available for access by third parties; (ii) create derivative works based on or otherwise modify the Services or Software; (iii) disassemble, reverse engineer or decompile the Services or Software or otherwise attempt to discover the source code, object code or underlying structure, ideas or algorithms of the Services or any software, documentation or data related to or provided with the Services, except for the purpose of developing Third Party Plugins for non-commercial use; (iv) access the Services or Software in order to develop a competing product or service; (v) use the Services or Software to provide a service for others; (vi) remove or modify a copyright or other proprietary rights notice on or in the Services or Software; (vii) use a computer or computer network to cause physical injury to the property of another; (viii) violate any applicable law or regulation; (ix) disable, hack or otherwise interfere with any security, digital signing, digital rights management, verification or authentication mechanisms implemented in or by the Services or Software; (x) include, send, store or run software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs from the Services or Software; (xi) cause a computer to malfunction, regardless of how long the malfunction persists; or (xii) alter, disable, or erase any computer data, computer programs or computer software without authorization.

Content Ownership

The website you clip on retain ownership of the content. By using Archived, you grant us a non-exclusive, worldwide license to store and display your saved content solely to provide our services. We do not claim ownership over user-generated content via comments or notes.

6. Restrictions on Use

You agree not to:

• Use automated means (such as bots) to access or interact with Archived.
• Upload or save any content that is illegal, infringing, or violates third-party rights.
• Attempt to reverse-engineer, modify, or disrupt the extension's functionality.
• License, sub-license, sell, transfer, distribute or share the Services or Software or make any of them available for access by third parties.
• Create derivative works based on or otherwise modify the Services or Software.

7. Termination

We reserve the right to suspend or terminate your access to Archived at our discretion, especially in cases of misuse or violation of these Terms.

8. Disclaimers and Limitation of Liability

• Archived is provided "as is" without warranties of any kind.
• We do not guarantee uninterrupted or error-free functionality.
• We are not liable for any loss, damages, or issues resulting from the use or inability to use the extension.

By the Company

We will indemnify, defend and hold harmless Customer from and against all liabilities, damages and costs (including settlement costs and reasonable attorneys' fees) arising out of any claim by a third party against the Customer to the extent based on an allegation that the Company's technology used to provide the Services to the Customer infringes or misappropriates any copyright, trade secret, patent or trademark right of a third party that is issued or registered in Canada or the United States. In no event will we have any obligations or liability under this section arising in whole or in part from any content, information or data provided by the Customer or other third parties, nor arising from the use or content of Third Party Plugins. The Company shall not be required to indemnify Customer in the event of: (a) modification of the Services by Customer, its employees, or contractors in conflict with Customer's obligations or as a result of any prohibited activity as set forth herein; (b) use of the Services in a manner inconsistent with any guidance, materials or documentation provided by us; (c) use of the Services in combination with any other application, product, or service not provided by the Company if such claim would not have occurred without such combination; or (d) use of the Services in a manner not otherwise contemplated by this Agreement.

Customer Indemnification

Customer shall indemnify, defend and hold harmless the Company from and against all liabilities, damages and costs (including settlement costs and reasonable attorneys' fees) arising out of any claim by a third party against the Company or its affiliates regarding: (i) Customer Content or Customer Data; (ii) Customer's use of the Services in violation of this Agreement; and/or (iii) violations of Customer's obligations of privacy to any Person.

Limitations of Liability and Damages

TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY OR ITS SUPPLIERS BE LIABLE FOR ANY PERSONAL INJURY, PROPERTY DAMAGE, LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE COMPANY'S OR ITS SUPPLIERS' TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID OR PAYABLE BY CUSTOMER TO THE COMPANY FOR THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION EXCLUDES EITHER PARTY'S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY'S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION SHALL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY COMPANY TECHNOLOGY OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

9. Confidential Information

Each party (the "Receiving Party") understands that the other party (the "Disclosing Party") has disclosed or may disclose information relating to the Disclosing Party's business (together "Confidential Information" of the Disclosing Party). Such information includes, without limitation, information relating to pricing of Services, Customer Data and IDs. The Receiving Party agrees: (i) to take reasonable precautions to protect such Confidential Information; and (ii) not to use (except as permitted in this Agreement) or divulge to any third person such Confidential Information. The Disclosing Party agrees that the foregoing shall not apply with respect to Confidential Information after five years following the termination of this Agreement or any Confidential Information that the Receiving Party can demonstrate that: (i) is or becomes generally known to the public; (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation to the Disclosing Party; (iii) is received from a third party without any obligation of confidentiality to a third party or breach of any obligation of confidentiality to the Disclosing Party; (iv) was independently developed by the Receiving Party without reference to the Disclosing Party's Confidential Information; or (v) is required by law. The Receiving Party shall promptly return to the Disclosing Party or destroy (with certification of such destruction provided by the Receiving Party upon request) all Confidential Information of the Disclosing Party in its possession or control upon request from the Disclosing Party.

10. Term and Termination

Term

This Agreement shall commence on the date set out in the first Access Agreement and shall remain in effect through the end of the provision of Services in accordance with any current Access Agreement, unless terminated earlier pursuant to the terms of this Agreement (the "Term").

Termination

Either party may terminate this Agreement effective immediately upon written notice: (i) if the other party materially breaches a material obligation under this Agreement and, if such breach is capable of cure, does not cure the breach within ten (10) days after receiving written notice thereof from the non-breaching party; or (ii) if the other party becomes the subject of a petition in bankruptcy or any proceeding related to its insolvency, receivership or liquidation, in any jurisdiction, that is not dismissed within sixty (60) days of its commencement or an assignment for the benefit of creditors.

Effect of Termination

Upon expiration or other termination of the Services for any reason, your right to access and use the Services shall terminate. If you terminate this Agreement or any Access Agreement solely due to a material breach of this Agreement by us, we agree to refund all prepaid fees for the remaining portion of the Term for the terminated Services within thirty (30) days after the date of termination. If we terminate this Agreement or any Access Agreement for your material breach, all fees set out on such Access Agreement shall be immediately due and payable.

Return of Customer Data

At the end of the Term, the Company shall have the right to delete all of Customer Content and Customer Data at any time and cancel your Account with us. You acknowledge and agree that archived versions of the Services may include archived copies of Customer Content and Customer Data which may be retained by us for an archive cycle.

11. Changes to These Terms

We may update these Terms periodically. Your continued use of Archived after any modifications indicates your acceptance of the revised Terms.

12. Contact Information

For questions or concerns about these Terms, please contact us at support@archived.rs