Terms of Service
Date: September 17, 2015
1. Acceptance of Terms
1.1 By accessing the UAB Blue Lime Labs “Blue Lime Labs” website located at
http://www.pulsetip.com the user “You” agree to be bound by these Terms of Service
1.2 You may access the Service as either an individual or on behalf of a company. If You
are signing up for the Service on behalf of a company, You represent and warrant that
You are duly authorized to represent the company and that You accept the TOS on behalf
of the company.
1.3 The TOS may be revised or modified from time to time and all subscription renewals
will be subject to the TOS in effect at the time of the renewal. Your invoice will indicate the
TOS version number that applies to your order. You may review the most current version
of the TOS at any time at: http://www.pulsetip.com/terms.
2. License and Restrictions
2.1 For the Term set forth below and subject to these TOS, BLUE LIME LABS grants You a
limited, non-transferable, non-exclusive right to access and use Our proprietary software
products and related documentation ("Software") found on the Service for Your internal
business use only (collectively referred to as the "Service").
2.2 Nothing contained in these TOS shall transfer or be deemed to transfer to You any
rights in or to the Service other than those specifically stated herein. Nothing in these TOS
bligates Blue Lime Labs to deliver or make available any copies of computer programs
or code from the Software to You, whether in object code or source code form.
2.3 You will not (i) copy, reproduce, alter, modify, or create derivative works from the
Service; (ii) rent, lease, distribute, or resell the Service, or use the Service as the basis for
developing a competitive solution (or contract with a third party to do so); or (iii) remove
or alter any of the logos, trademark, patent or copyright notices, confidentiality or
proprietary legends or other notices or markings that are on or in the Service. You will use
the Service in compliance with all applicable local, state, national, and international laws,
rules and regulations.
2.4 You will not nor will You authorize or encourage any third party to (i) use the Service
to upload, transmit or otherwise distribute any content that is unlawful, defamatory,
harassing, abusive, fraudulent, obscene, contains viruses, or is otherwise objectionable as
reasonably determined by BLUE LIME LABS; (ii) resell, duplicate, reproduce or exploit any
part of the Service without Our express written permission; or (iii) use any robot, spider,
other automated device, or manual process to monitor or copy any content from the
2.5 The license granted to You includes basic support at no additional charge. Basic
support includes commercially reasonable efforts to make the Service available 24 hours a
day, 7 days a week, except for: (a) planned downtime (which BLUE LIME LABS shall
schedule to the extent practicable during the weekend hours from 6:00 p.m. Friday to 1:00
a.m. Monday Pacific Time), or (b) any unavailability caused by circumstances beyond Our
reasonable control, including without limitation, acts of God, acts of government, floods,
fires, earthquakes, civil unrest, acts of terror, strikes or other labour problems (other than
those involving Our employees), Internet service provider failures or delays, or denial of
3. Data Security
3.1 BLUE LIME LABS shall maintain appropriate administrative, physical, and technical
safeguards for protection of the security, confidentiality and integrity of Your data. BLUE
LIME LABS shall not disclose Your data except as compelled by law or as expressly
permitted in writing by You, or access Your data except to provide the Service and prevent
or address service or technical problems, or at Your request in connection with support
3.1.1 You allow BLUE LIME LABS to use your data in anonymized format for improving our
3.2 In the event BLUE LIME LABS discovers that the security of your data has been
breached, BLUE LIME LABS will promptly notify You of the nature and scope of such
breach and will immediately initiate remedial actions consistent with industry standards.
4. Payment Terms
4.1 Monthly Terms: Your month-to-month Service subscription renews automatically each
month until cancelled. BLUE LIME LABS will invoice you by email. Payments may be made
by credit card or Pay Pal. If You do not pay the invoice within fourteen (14) days of receipt
of the email, Your access to the Service may be suspended and You will need to contact
BLUE LIME LABS in order to resume use. You may cancel your subscription at any time by
emailing firstname.lastname@example.org. There will be no refunds or credits for termination of
month to month subscriptions.
4.2 Annual Terms: Yearly subscription pricing requires a one year minimum commitment. If
You cancel Your subscription, or Your subscription is suspended for non-payment, before
the end of the first year commitment period, You will no longer qualify for yearly
subscription pricing and You will be charged the difference between the monthly and
yearly commitment pricing for the number of months Your subscription was active. Upon
the anniversary of Your one-year subscription, Your subscription may be renewed for a
subsequent one year period.
4.3 All payments are due within fourteen (14) days from the date of the invoice and should
be paid by wire transfer using the bank information provided on the invoice, by credit
card, or by PayPal.
4.4 All fees are exclusive of taxes or duties imposed by governing authorities. You are
responsible for payment of all such taxes or duties.
4.5 BLUE LIME LABS may at any time, upon notice required by applicable law, change the
price of Your subscription or any part thereof, or institute new charges or fees. Price
changes and/or new charges implemented during Your one year subscription period will
be effective as of the start of any renewal terms. If You do not agree to any such price
changes, You must cancel your subscription and stop using the Service prior to the
commencement of the renewal subscription period for which the price change applies.
5. Intellectual Property Rights
5.1 You acknowledge that BLUE LIME LABS owns all right, title and interest in and to
the Software, Service and any modifications and enhancements thereof, including without
limitation all intellectual property rights, and such rights are protected by U.S. and
international intellectual property laws. BLUE LIME LABS also retains all right, title and
interest to transactional and performance data related to use of the Service that BLUE
LIME LABS may collect, use and disclose for our business purposes (including software use
optimization and product marketing) provided that such use does not reveal any of Your
5.2 You retain all right, title and interest to any and all information provided, input or
uploaded to the Service by You, or by BLUE LIME LABS on Your behalf.
6. Acknowledgements and Disclaimer of Warranty
6.1 You accept and acknowledge that BLUE LIME LABS do not exercise any control over
Your specific human resource practices implemented or Your decisions related to
employment, promotion, advancement, termination or compensation of any employee
when using the Software or the Service. You assume full responsibility for any and all
decisions with respect to Your use of the Service and agree to use the Service at your own
6.2 You further acknowledge that it is Your sole responsibility to monitor Your and Your
employees' compliance with all applicable laws when using the Service.
6.3 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS
PROVIDED "AS IS" WITHOUT ANY CONDITION OR WARRANTY WHATSOEVER. THE
ENTIRE RISK ASSOCIATED WITH THE USE, PERFORMANCE AND RESULTS OF THE
SERVICE RESIDES WITH YOU AND BLUE LIME LABS SPECIFICALLY DISCLAIMS ALL
IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE WITH RESPECT TO THE SERVICE OR ANY HARMFUL DATA OR CODE
UPLOADED TO THE SERVICE BY YOU, YOUR EMPLOYEES OR CONTRACTORS. BLUE LIME
LABS DO NOT WARRANT THAT OPERATION OF THE SERVICE IS ERROR-FREE OR THAT
IT WILL BE UNINTERRUPTED.
7. Indemnification and Limitation of Liability
7.1 You agree to hold harmless and indemnify BLUE LIME LABS, and our affiliates, officers,
agents, and employees from and against any third party claim arising from or in any way
related to Your use of the Service, including any liability or expense arising from all claims,
losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys'
fees, of every kind and nature. In such a case BLUE LIME LABS will provide you with written
notice of such claim, suit or action.
7.2 IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL,
PUNITIVE, EXEMPLARY, SPECIAL, OR CONSEQUENTIAL DAMAGES (INCLUDING,
WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS OR REVENUES, LOSS OF USE,
BUSINESS INTERRUPTION, LOSS OF DATA OR BREACH OF SECURITY WITH RESPECT TO
YOUR DATA, LOSS OF BUSINESS INFORMATION AND OTHER PECUNIARY LOSS AND
COSTS OR LEGAL EXPENSES) INCURRED BY THE OTHER PARTY OR ANY THIRD PARTY,
ARISING FROM OR RELATED TO THESE TERMS OF SERVICE, INCLUDING WITHOUT
LIMITATION THE SERVICE, OR USE THEREOF, HOWEVER CAUSED AND WHETHER BASED
IN CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY OF
LIABILITY, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. EACH PARTY'S TOTAL LIABILITY TO THE OTHER PARTY OR ANY THIRD PARTY
FOR ANY CLAIM OR DAMAGES UNDER THESE TERMS SHALL NOT EXCEED THE
AMOUNTS PAID TO BLUE LIME LABS DURING THE SIX (6) MONTHS PRIOR TO THE
EVENT GIVING RISE TO SUCH CLAIM OR DAMAGES. THE PARTIES ACKNOWLEDGE AND
AGREE THAT THE FOREGOING IS A REASONABLE ALLOCATION OF RISK.
8. Term and Termination
8.1 The term of these TOS begins the day You first access the Service ("Effective Date") and
continues until all subscriptions granted in accordance with these TOS have expired or
been terminated (the "Term").
8.2 User subscriptions purchased by You commence on the start date specified in the
applicable Order Form and continue for the subscription term specified therein.
8.3 You may cancel your subscription at any time by emailing email@example.com.
Upon cancellation You will receive no refund and will be obligated to pay the fees till the
end of the agreed subscription period.
8.4 Either party may terminate the TOS at any time in the event of a material breach by
the other party that is not cured within thirty (30) days after receiving written notice of
such breach. If these TOS are terminated due to your breach, you will receive no refund. If
the cause of termination is our breach, You will receive a pro-rata refund of the fees paid
calculated from the first day of the month after the termination takes effect.
8.5 Upon Your request made within thirty (30) days after the effective date of termination,
BLUE LIME LABS will make a file of Your data in JSON format available to You for
download. After such thirty day period, BLUE LIME LABS will have no obligation to
maintain or provide any of Your data and shall thereafter, unless legally prohibited, delete
all of Your data in Our systems or otherwise in Our possession or under Our control.
If You subscribe to the Service, You agree that BLUE LIME LABS may disclose the fact that
You are Our customer. During the Term of this Agreement, and unless otherwise set forth,
You grant Us the right to reference Your company name, along with Your logo, in
marketing materials and on Our public web site until such time as Your use of the Service
10.1 Governing Law. These TOS are governed and construed under the laws of the United
States of America without reference to its conflicts of laws principles. In no event shall
these TOS be subject to the United Nations Convention on Contracts for the International
Sale of Goods.
10.2 Arbitration. Any disputes that cannot be amicably resolved by the parties shall be
resolved by final and binding arbitration before a single arbitrator under the rules of the
International Arbitration Association. The arbitration will take place in Vilnius, Lithuania.
Arbitration costs and reasonable documented attorneys' costs of both parties will be borne
by the party that ultimately loses.
10.3 Assignment. Neither party shall assign this Agreement (or any of its rights hereunder),
or delegate its obligations hereunder without the prior written consent of the other party.
Any such assignment shall render this Agreement null and void.
10.4 Force Majeure. Under no circumstances shall BLUE LIME LABS be liable for failure to
fulfil BLUE LIME LABS’s obligations under these TOS for delays in delivery due to acts of
God, man-made or natural disasters, earthquakes, fire, riots, flood, material shortages,
strikes, delays in transportation or inability to obtain labour or materials through its regular
sources. The time for performance of any such obligation shall be extended for the time
period lost by reason of the delay.
10.5 Severability. If any provision hereof should be held invalid, illegal or unenforceable in
any jurisdiction, the parties shall negotiate in good faith a valid, legal and enforceable
substitute provision that most nearly reflects the original intent of the parties and all other
provisions hereof shall remain in full force and effect in such jurisdiction and shall be
liberally construed in order to carry out the intentions of the parties hereto as nearly as
may be possible. Such invalidity, illegality or unenforceability shall not affect the validity,
legality or enforceability of such provision in any other jurisdiction.
10.6 Entire Agreement. These TOS as amended from time to time including any schedules
and exhibits attached hereto and any executed Order Forms comprise the entire
agreement between BLUE LIME LABS with respect to the subject matter hereof and
supersede all prior representations, agreements and understandings, written or oral.