Last updated: 3/21/19
Effective Date: 3/21/19
The following terms ("Terms") constitute a binding legal agreement between you (the “Customer”) and Advanced Energy Economy ("AEE, "we" or other first person pronouns). These Terms govern your use of PowerSuite and any of our other PowerSuite related services (collectively, the "Services").
We may change the Terms at any time by posting an updated version(s) on this page (https://powersuite.aee.net/terms). We may also notify you in other ways (e.g., via email or by posting a notice on PowerSuite) and we may require you to consent to the updated Terms before you may continue using the Services. In all cases, your use of the Services is always subject to the most current version of the Terms.
1.) Eligible Users and Accounts
To use the Services you (the “Customer”) must register and provide us with accurate and complete information to establish an Account. If you are a Customer, paid, trial, or otherwise , you may not share your access credentials outside of your organization. Please tell us immediately if you suspect unauthorized activity in your Account.
You are responsible for all activity in your Account. You may terminate your Account at any time. You may only create one Account.
We may offer features and other versions of the Services that are only accessible through Customer Accounts.
You must be at least 13 years of age to use these Services. If you are under 18 years of age you must have your parent's or guardian’s permission.
We reserve the right to change or discontinue the Services at any time and in any way.
3.) User Generated Content
If we allow users to post content, anything you post ("User-Generated Content") belongs solely to you. You may only post User-Generated Content if (a) you own the intellectual property rights or have obtained the necessary permissions and licenses to do everything you are doing with the User-Generated Content, including uploading it to the Services and sharing it with others, (b) you have all necessary rights to grant us the license below, (c) you have received any necessary consents (e.g., if your User-Generated Content depicts real people), and (d) the User-Generated Content does not violate any third party rights, including intellectual property rights and rights of publicity and privacy.
You hereby grant us a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sublicensable, transferable right to use, copy, modify, transmit, sell, exploit, create derivative works from, distribute, and/or publicly perform or display such User-Generated Content, in whole or in part, in any manner or medium, now known or hereafter developed, for any purpose, and you irrevocably waive all claims and assertions of moral rights or attribution associated with your User-Generated Content. We have no obligation to monitor User-Generated Content but we reserve the right to delete or modify User-Generated Content at any time, for any or no reason.
4.) Subscription Periods, Fees, and Payments
Subscription Periods. Subscription periods will typically be for a twelve (12) months unless otherwise negotiated. By subscribing, you authorize us to charge your Payment Provider (as defined below) or invoice you thirty (30) days before the start date of any Subscription Period for the agreed-upon fees for use of the Services.
Order Form. After agreeing to purchase Services, an invoice or similar document ("Order Form") will be generated and shared with the Customer noting the Subscription Period, fees and additional information such as payment methods.
Fees and Payments. All fees for use of the Services are as set forth in the applicable Order Form and will be paid by Customer within thirty (30) days of invoice, unless (a) Customer is paying via automated Payment Provider (as defined below) or (b) otherwise specified in the applicable Order Form. All fees are non-refundable. The rates in the Order Form are valid for the initial Subscription Period and thereafter may be subject to an automatic adjustment increase of up to ten percent (10%) per year. Any late payments will be subject to a service charge equal to 1.5% per month of the amount due or the maximum amount allowed by law, whichever is less.
Automatic Payment Via Payment Provider. If you are purchasing the Services via credit card, debit card or other payment card or via automated bank transfer such as ACH (“Payment Provider”), you are authorizing AEE to bill you automatically as defined below.
Recurring Billing Authorization. By providing Payment Provider information and agreeing to purchase any Services, Customer hereby authorizes AEE (or its designee) to automatically charge the Payment Provider on or after the start date of the Subscription Period or at specified intervals in accordance with the applicable Order Form.
5.) Automatic Renewal and Cancellation Policies
All subscriptions will automatically renew thirty (30) days before the Subscription Expiration Date specified on the applicable Order Form for an additional twelve (12) months, regardless of the original subscription length, unless cancelled in writing as set forth below. You are responsible for knowing the Subscription Expiration Date; we do not guarantee that we will provide you notice that your Subscription Expiration Date is approaching though we may provide courtesy reminders.
Either party may cancel the subscription by providing written notice at least thirty (30) days prior to the Subscription Expiration Date specified in the applicable Order Form. To cancel a subscription, you (the Customer) must contact us via email with your request at email@example.com.
Cancelled Accounts will maintain access to all paid services for the remainder of the subscription period. Upon reaching the Subscription Expiration Date, Accounts will immediately lose access to paid features on the Platform and other paid services.
You should back up all data you generate by using the Services, including your favorites. We do not guarantee that your data will be available at any given time or will be secure or free from corruption or loss.
7.) Third Party Content and Services
We may provide third party content and links to third party websites and services. We are not responsible for such content, websites and services, and you use them at your own risk.
8.) Acceptable Use
You may not (yourself or through a third party):
(a) Use the Services and/or your experience using the Services to create similar or competitive services; (b) Modify, alter, tamper with, reverse engineer, create derivative works of, repurpose or repackage any content or other aspect of the Services, except and only to the extent that the applicable law expressly requires us to permit you to do so; (c) Use any automated process to access the Services, including content, except for search engines compiling a free public search index; (d) Circumvent any technical measures we use to restrict access to the Services; (e) Use the Services for any purpose other than as expressly permitted by these Terms and any policies posted on the Site; (f) Sell, lend, rent, lease, sublicense, assign or otherwise transfer any of the rights granted to you with respect to the Services to any third party; (g) Remove, obscure or alter any proprietary rights notice pertaining to the Services; (h) Access or use the Services in any way intended to avoid incurring fees; (i) Use the Services in connection with anything misleading or illegal, unsolicited or spam email, bulk mailing or chain letters, contests, sweepstakes, pyramid or ponzi schemes, to advertise or promote a commercial product or service that is not available through AEE, or post anything that is unlawful, defamatory, threatening, pornographic, abusive, libelous or otherwise objectionable or that encourages criminal conduct; or (j) Overload AEE’s systems or attempt to disrupt the Services.
Please click here to see our Infringement Policy or report infringement.
As between you and AEE, AEE retains all right, title and interest in the Services, including the Site and all underlying software, technology and processes, all content provided via the Services, all trademarks, service marks and logos, and any developments, enhancements, modifications or derivative works of any of the foregoing. Except for rights expressly granted in the Terms, we do not grant you any other right, title or license.
If you give us feedback, we may use your feedback for any purpose without attribution, accounting or compensation to you.
12.) Contacting You
We may communicate with you via email about the Services, including but not limited to information about registration or your account, newsletters, service announcements and administrative messages that are considered part of your subscription. You may also receive promotional messages from us. If you no longer want to receive such communications from us, you may follow the instructions in the emails to unsubscribe.
You will indemnify, defend and hold harmless AEE, its affiliates, officers, directors, shareholders, employees, contractors, licensors, licensees, agents and representatives (the "Covered Entities") against all liability, claims, costs, damages, settlements and expenses (including interest, penalties, attorney fees and expert witness fees) ("Liabilities") incurred by any Covered Entity in any way arising out of or relating to your violation of the Terms, your use of the Services or your Content. AEE reserves the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim.
14.) No Warranty
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. THE COVERED ENTITIES DISCLAIM ALL WARRANTIES AND REPRESENTATIONS WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, ACCURACY AND NON-INFRINGEMENT. THE COVERED ENTITIES DO NOT PROMISE THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED OR ERROR-FREE. SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON YOUR STATUTORY RIGHTS, SO OUR DISCLAIMER MAY NOT APPLY TO YOU.
15.) Limitation of Liability
TO THE EXTENT NOT PROHIBITED BY LAW, THE COVERED ENTITIES SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR SIMILAR DAMAGES, INCLUDING LOST PROFITS, DAMAGES ARISING FROM LOSS OF INFORMATION OR DATA, BUSINESS INTERRUPTION, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE COVERED ENTITIES’ TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES ARISING UNDER OR RELATED TO THE SERVICES OR ANY OTHER AEE PRODUCTS OR SERVICES EXCEED THE GREATER OF THE AMOUNT YOU HAVE PAID US IN THE SIX MONTHS BEFORE THE CLAIM AROSE OR $10. THESE LIMITS APPLY EVEN IF A STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW LIMITS ON CERTAIN LIABILITIES SO THESE LIMITATIONS MAY NOT APPLY TO YOU.
16.) Processing Locations
The Services are provided from servers located in the United States and may also be provided from services located outside the United States. We reserve the right to store and process personal information both inside and outside the United States. By using and accessing the Services, you understand and consent to the storage and processing of all information you have provided to us (including personal information) in the United States and outside the United States.
(1) These Terms incorporate all policies and requirements shown on the Site. You cannot assign your account to any third party without our prior written consent. (2) AEE will be entitled to recover any legal fees and other costs associated with enforcing the Terms. (3) You can provide any notices to us by sending an email to firstname.lastname@example.org (4) This Agreement is governed by the laws of the State of California, excluding its choice of law principles. (5) You must bring any claims under the Terms within one year unless the law requires a longer timeframe. Claims not filed within those limits are permanently barred. (6) Except for the optional arbitration described next, the parties will resolve any disputes in the courts of San Francisco County, California. Excluding claims for equitable relief, if the total amount in dispute is less than $10,000, either party may elect to resolve the claim through binding arbitration by initiating arbitration through an established provider that is agreed upon by the parties. The arbitration must be conducted under the following rules: (a) at the choice of the party seeking relief, the arbitration shall be conducted by telephone, online or solely on written submissions, (b) no party or witness will make any personal appearance unless the parties agree otherwise, and (c) the winning party may have the arbitrator’s award entered as a judgment in any court of competent jurisdiction. (7) Whether in court or in arbitration, the initiating party must bring all claims in its individual capacity and not as a plaintiff or class member in a class action or other similar proceeding. (8) If any provision of the Terms is legally unenforceable, that provision shall be limited to the least extent necessary to render it enforceable (or eliminated if it cannot be made enforceable) and the validity and enforceability of the remaining provisions will not be affected. No waiver will be effective unless it is in an explicit writing and signed by the waiving party.