DEEPSWELL

Privacy Policy and Terms of Service

DeepSwell, Invenio, its officers, directors and employees ("Company") provides this site ("DeepSwell") and related services subject to your compliance with the the terms and conditions (the "terms and conditions") set forth below. Please read the following information carefully.

Definitions

• "Subscriber," "Subscribers," or "Members" refers to any organizations, companies or individuals in the process of submitting or who have submitted information or payment to Company for the purpose of gaining access to services owned and operated by Company.
• "User" or "Users" refers to any organizations, companies or individuals using any portion of the deepswell.com website.

Conditions of Use

General

You are authorized to use certain of the DeepSwell services as described below. Except for the authorized uses described in the following paragraphs, you may not copy, download, distribute, reproduce or otherwise use any portion of the DeepSwell services, including, without limitation, the "look and feel" of the DeepSwell services, the Company logo and other commercial indicia, or the programming code underlying the DeepSwell services. You may not programmatically copy DeepSwell content e.g., through techniques known as "spidering" or "screen scraping" or through any other electronic means, nor may you use or display any DeepSwell data or content on a third party website without the consent of Company.

Disclaimer

DeepSwell services, including, without limitation, all information and related services, is provided "as is," "as available", without warranty of any kind, either express or implied, including, without limitation, any warranty for information, or uninterrupted access, any warranties concerning the availability, accuracy, usefulness, or content of information, and any warranties of title, non-infringement, merchantability or fitness for a particular purpose, and Company hereby disclaims any and all such warranties, express and implied. Company does not warrant that the site, the information or related services will be timely, secure, uninterrupted or error free, or that defects will be corrected. The information provided by DeepSwell is intended as a guide only. It should under no circumstances be used to make decisions where there is a risk to life or property. Company makes no warranty that the DeepSwell services, information or related services will meet your requirements. No advice, results or information, whether oral or written, obtained by you from Company or through the DeepSwell services shall create any warranty not expressly made herein. If you are dissatisfied with the DeepSwell services, information or the related services, your sole remedy is to discontinue using DeepSwell services and/or such information and/or related services.

Company makes no commitment to update or correct any Information that appears on the Internet or on DeepSwell services.

Limitation of Liability

In no event shall Company be liable for any direct, indirect, special, incidental, consequential, exemplary or punitive damages arising from, or directly or indirectly related to, the use of, or the inability to use, the DeepSwell website, or the information, functionality and services related thereto, including, without limitation, loss of revenue, or anticipated profits or lost business or lost sales, even if such protected entity has been advised of the possibility of such damages. Some jurisdictions do not allow the limitation or exclusion of liability for certain damages so some of the above limitations may not apply to you. In no event shall Company be liable for or in connection with any information or other content posted, transmitted, exchanged or received by or on behalf of you or other persons on or through the DeepSwell services.

Indemnification

You agree to defend, indemnify and hold Company, its Content Providers and their respective directors, officers, employees, agents and affiliates harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys' fees, arising in any way from your use of the DeepSwell services, your use or transmission of any Information, other content, software, services or other materials from the DeepSwell services, or your breach or violation of the law or of these Terms and Conditions.

Privacy Policy

DeepSwell may request and collect certain personally identifiable information through various means such as online forms, online applications, e-mail, and comments submitted to the DeepSwell services. Company uses the information that you provide for such purposes as processing and responding to requests, improving its operations, and communicating with visitors about Company products, services and businesses. Company will not provide personally identifiable information collected from you to any third party, including individuals, organizations, and businesses that have contributed information to DeepSwell services (collectively, "Content Providers"), unless you specifically authorize us to do so.

DeepSwell servers also automatically collect non-personally-identifiable information such as the domain name of the site providing you with Internet access. Other examples of information collected by the DeepSwell services include the Internet protocol ("IP") address used to connect your computer to the Internet, your browser type and version, operating system and platform, the average time spent on DeepSwell services, the pages viewed, information searched for, access times and other relevant statistics. Company uses this information in the aggregate to measure the use of its web site, to diagnose problems, remember user preferences and to administer and improve the web site and related services.

As with many web sites, Company may use "cookies" and/or other technology (collectively, "Tracking Technologies") in the DeepSwell services or in our communications with you to enhance the functionality of the DeepSwell services and to make your transactions and other activities more convenient and efficient. These Tracking Technologies may vary, but in some cases may involve a small file stored locally on the computer used to access the DeepSwell services, and may be used by Company to store and collect information relating to your viewing and use of the DeepSwell services and Company communications with you. You may set your web browser software not to accept cookies, but, if so, certain functionality of the DeepSwell services may be affected. Neither Company nor the Content Providers for DeepSwell services shall be liable for your inability to access or use DeepSwell services as a result of settings on your browser that prevent cookies.

Third parties (including, but not limited to, Content Providers) may also use Tracking Technologies by or through this DeepSwell services. Company has no control over what information such third parties track or collect, and Company shall have no responsibility or liability for any tracking, data collection or other activities of such third parties.

To the extent required or permitted by law, Company may also collect, use and disclose personally-identifiable information collected from you in connection with duly authorized security related or law enforcement investigations, and in the course of cooperating with authorities or complying with legal requirements.

The DeepSwell services may contain e-mail addresses to Content Providers ("Third Party E-mail Addresses") and links to other web sites owned and operated by third parties ("Third Party Sites"). Company shall have no responsibility or liability for any communications between you and such Content Providers via Third Party E-Mail Addresses. In addition, the Third Party Sites are not covered by this privacy statement, and Company is not responsible for the privacy practices or the content of these Third Party Sites. The DeepSwell services may also contain links to other web sites owned, operated by, or affiliated with Company ("Other Company Sites"). The Other Company Sites are not governed by this privacy statement and you are advised to review the privacy statement applicable to each Other Company Site you visit.

EMAIL PERMISSION STATEMENT

Company does not sell or rent any personal information collected from the various electronic forms present throughout the DeepSwell services to any third-party company. However, in an effort to comply with Federal and State anti-spam regulations, your agreement to these Terms and Conditions indicates your consent to receive from Company future faxes, email transmissions and/or U.S. mail to the physical and/or electronic address information you provide.

PAYMENTS & TERMS

• Subscription fees for all fee-based services are billed to subscriber on a recurring annual or monthly billing cycle, according to Subscriber's chosen Memership Plan (annual or monthly).
• Payment shall be made in US dollars to COMPANY by credit or debit card ONLY. Payments are authorized upon submission of the sign-up form and these Terms & Conditions by Subscriber. If due to bank charges, transfer fees, or the like, COMPANY should receive less than the amount due by Subscriber, COMPANY will re-invoice Subscriber for the shortfall. In the event that any amount remains unpaid, COMPANY may discontinue, withhold, or suspend services to Subscriber to whom such unpaid amounts relate.
• Subscriber authorizes Company to charge Subscriber’s credit or debit card for all charges and fees owed under these Terms & Conditions. Subscriber agrees to pay all amounts due for the Memership Plan upon demand, and Company further reserves the right to either suspend or terminate Subscriber’s subscription at any time, for any reason, or for no reason. Subscriber agrees to submit any claims or disputes regarding any charge to his or her account in writing to the Company within thirty (30) days of such charge otherwise such claim or dispute will be waived and such charge will be final and not subject to challenge. If Subscriber fails to make payment as set forth herein, Subscriber will be responsible for all reasonable expenses (including, without limitation, attorneys' fees) incurred by Company in collecting such amounts. If withholding taxes or any other taxes are imposed by any jurisdiction on the transactions pursuant to these Terms & Conditions, Subscriber shall pay such taxes and in such amounts as are necessary to ensure that Company receives the full amount invoiced to Subscriber without offset or deduction. Subscriber shall promptly furnish to Company the applicable receipts and/or certificates regarding such remittances as soon as reasonably practicable. Each party is responsible for all costs associated with the setup, maintenance and other performance obligations of such party under the Agreement. Subscriber agrees to promptly update all information to keep Subscriber’s account and credit card current, complete and accurate (such as a change in billing address or e-mail), and to promptly notify Company if Subscriber’s credit card is canceled, or if Subscriber becomes aware of a potential breach of security, such as the unauthorized disclosure or use of Subscriber’s user name or password. If Subscriber fails to provide Company with any of the foregoing information, Subscriber agrees that Company may continue charging Subscriber’s account for use of any of the Company Directories unless Subscriber has terminated his or her agreement to the Terms & Conditions via the Subscription Termination Procedures.
• Subscription fees collected by Company for any Memership Plan or subscription types are non-refundable.

SUBSCRIPTION TERMINATION

This agreement shall be in force from month to month or year to year, according to Subscriber's chosen Membership Plan (annual or monthly). It shall be automatically renewed on an annual or monthly basis in accordance with the terms of this agreement, or subsequent changes to the terms, by written consent of all parties, unless terminated in one of the following ways:

• By the Subscriber, for any reason and for no reason, by notifying Company in writing via email at admin@deepswell.com.
• By the Company, at any time, for any reason or for no reason, unless otherwise set forth in this agreement. Notwithstanding anything contained in the Agreement to the contrary, Company may, in its sole discretion, terminate or suspend Subscriber’s account, and/or discontinue or suspend Subscriber’s participation in all or part of any Company services.

Termination of subscription does not entitle Subscriber to a refund of the monthly or annual Subscription Fee. Subscription fees collected by Company for any Memership Plan are non-refundable.

GOVERNING LAW, JURISDICTION AND VENUE.

The parties and signatories to these Terms & Conditions agree that the laws of the state of California shall govern these Terms & Conditions, without regard to any conflict of laws principles. With respect to any lawsuit or injunctive relief in connection with these Terms & Conditions, you agree to submit to the jurisdiction of any competent court sitting in San Diego County, California, including the Federal District Court for the Southern District of California, and agree that venue shall be solely and exclusively in San Diego and not elsewhere.

ENTIRE AGREEMENT; BINDING EFFECT.

These Terms & Conditions constitutes the entire agreement between the parties and signatories regarding Company and the deepswell.com website and all prior agreements regarding Company and the deepswell.com website, prior and contemporaneous conversations, negotiations, possible and alleged agreements, and representations, covenants, and warranties, express or implied, oral or written, with respect to the subject matter hereof, are waived, merged herein and superseded hereby. There are no other agreements, representations, covenants or warranties not set forth herein regarding Company and the deepswell.com website. The terms of these Terms & Conditions may not be contradicted by evidence of any prior or contemporaneous agreement. No part of these Terms & Conditions may be amended or modified in any way unless such amendment or modification is expressed in a writing signed by all parties to these Terms & Conditions. The parties further agree that they will make no claim at any time or place that these Terms & Conditions have been orally altered or modified or otherwise changed by oral communication of any kind or character or by any course of dealing. There are no unwritten oral agreements between the parties regarding Company and the deepswell.com website.