Terms of service
You should read carefully through these Terms of Service before using Verifika Web.

Version: 1.2, effective as of 19 June, 2023
Introduction
These Terms of Service, along with the Subscription, constitute a legally binding agreement between the Customer and the Company as the provider and operator of Verifika Web.
Conflicting terms and conditions of the Customer do not apply even if the Company has not expressly rejected such terms and conditions and/or renders its services without reservation in knowledge of the Customer's terms and conditions.
If you have a separate written agreement with the Company for your use of the Service, this Agreement will not apply to you.
Definitions
Agreement is an agreement between the Customer and the Company, constituted by these Terms of Service and the Subscription.

CCPA means California Consumer Privacy Act of 2018 (sections 1798.100 through 1798.199).

Company is Palex Group Inc., a company with limited liability incorporated under the laws of the USA, with its registered office at 700 N. Fairfax St, Suite 614 Alexandria VA, 22314.

Content is any content that the Customer uploads, submits, stores or sends to Verifika Web.

Customer is an individual or a legal entity accepting these Terms of Service and entering into the Agreement. If the Customer uses Verifika Web on behalf of a company or another legal entity, the Customer attests that the Customer has the authority to legally bind such an entity to the Agreement, including these Terms of Service.

If an account is being created by someone who is not formally affiliated with an organization or entity, a Customer is an individual who paid for the Subscription. For example, when you registered using a personal email address, but haven't formed a company yet, you are the Customer.

Data Protection Laws means (a) the GDPR; (b) the CCPA; and (c) all other laws concerning the processing of data relating to living persons.

Data Subject means each identified or identifiable (whether directly or indirectly) natural person to whom any Personal Data relates.

GDPR means Regulation (EU) 2016/679 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation).

Output is any content that the Customer downloads, receives, or copies from Verifika Web.

Verifika Web (or Verifika Services) is a subscription-based service through which the Company provides the Verifika quality assurance functionality, including related services and related documentation.

Personal Data means any information relating to an identified or identifiable living individual included in the Customer's Content.

Personal Data Breach means any actual or suspected breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data transmitted, stored, or otherwise processed.

Subscription is a subscription ordered via Verifika Web, such as a monthly, annual subscription, including any particular parameter of this subscription, and other services pursuant to Company ordering documents, online registration, order descriptions or order confirmations referencing this Agreement.

Scope of Use means any monthly, yearly usage quota or seat allowance set forth in a Subscription.

User is an individual who is the Customer's employee or the Customer's contractor and who is authorized by the Customer to use the Verifika Services and who has either ordered the Verifika Services on the Customer's behalf or to whom the Customer (or the Company at the Customer's request) has supplied a user identification and password.

Website are web pages that are accessed at http://e-verifika.com.
Registration
In order to use Verifika Web, the Customer must register via the Verifika Login/Sign-up/Registration page. When registering, the Customer must use a real name. The Customer must not use a false identity, impersonate others, or otherwise misrepresent their identity. One person or legal entity may not maintain more than one Account/Registration. Accounts registered by "bots" or other automated methods are not permitted.

Organization Owner
The Registered User who initially created the Organization becomes an owner automatically, and invites all the other Registered Users to the Organization. All Users get an email invitation link from the 'owner' to join the Organization.
Entering into the agreement and the customer's acknowledgement
The Agreement becomes effective when the Customer accepts these Terms of Service and the Customer initiates the Subscription.

The Customer acknowledges that these Terms of Service are binding for the Customer's use of Verifika Web. By using Verifika Web, the Customer expresses a full understanding and agreement to these Terms of Service.

The Customer acknowledges that the Company reserves the right to amend these Terms of Service from time to time but such amendments will not apply retroactively. The Company will notify the Customer of the proposed wording of the amended Terms of Service (or only those of its clauses which are subject to amendment) at least 1 month prior to the effective date of the proposed amendment. If the Customer does not agree to the proposed amendment of these Terms of Service, the Customer has the right to refuse to grant the Company consent to such changes, provided that any consent shall not be unreasonably withheld, and to terminate the Agreement as of the day immediately preceding the effective date of the proposed amendment by canceling Subscription.

If the Customer does not cancel the Agreement in accordance with the previous paragraph, the amended Terms of Service will become a part of the Agreement and the Customer will be bound by these Terms of Service as of the effective date of the proposed amendment.


If the Customer is a California resident — consumer (within the meaning that the Customer is not a legal entity), the Customer is not allowed to purchase any of paid subscription services.
Rights of use and intellectual property rights
Upon the Customer's payment of a subscription fee to the Company or when using a free version of the Verifika Services, the Company grants the Customer a personal, non-exclusive, time-limited, non-transferable and revocable license to use Verifika Web, for as long as the Customer complies with these Terms of Service. All rights not expressly granted in these Terms of Service are reserved.

All copyright and/or know-how and/or any other intellectual property rights in relation to any Phrase Services shall become and remain the sole and exclusive property of the Company and the Customer shall have no claim to it.

All copyright and/or know-how and/or any other intellectual property rights in relation to the Customer's Content shall not be affected by use of the Verifika Web. Any right to use the Content shall be transferred to the Company only where necessary for the Company to be able to provide its services agreed under the Agreement, as described below in these Terms of Service.
Term and termination
The term of the Agreement is determined by the Customer's Subscription plan. The Agreement can be terminated at any time prior to the end of the agreed term of the Customer's Subscription and becomes effective at the end of the then-current Subscription term. Otherwise, the term of the Agreement shall be extended by an additional period corresponding to the agreed term of the Customer's Subscription. The term of the Agreement will not be extended if it was terminated by one of the parties. Notice of termination may be given electronically via Verifika Web application user interface. Alternatively, the Customer can also contact the Company via email sales@e-verifika.com or via terminate subscriptions from a personal account at https://payproglobal.com.

Auto-Renewal. Cancellation policy. Refunds. Switching to another Plan

Ordering Subscriptions. A valid and activated Subscription allows the Customer's users to access the Verifika Web and use the Services. The Subscription specifies the Scope of Use, number of projects a Customer is allowed to process in Verifika Web. A Subscription is generally purchased through the Website or through Verifika Web, unless we have agreed with you to execute an individual Order Form.

The Subscription is automatically activated once we receive the Fees from the Customer. Your Subscription continues for the term specified in the "Overview" page at your account information or the term specified in the applicable order confirmation email.

Any automatic renewal of the Agreement applies to the Customer only if the Customer's Subscription is initiated with auto-renewal option on.

A Subscription will automatically renew at the end of the Subscription for a new period equal to the preceding term, unless you cancel the Subscription as set forth herein.

Fees and Taxes. Fees during any automatic renewal term will remain the same as they were during the preceding term unless we have notified you of any change of Fees in advance.

Fees are as described in each order. Fees are invoiced on the schedule in the Subscription. Unless the Subscription provides otherwise, all fees are due within 30 days of the invoice date. Fees for renewal Subscription terms are at Company's then-current rates, regardless of any discounted pricing in a prior term or Subscription. Except as expressly otherwise set forth herein, all fees are non-refundable. All Fees are exclusive of any applicable sales or other taxes or similar fees imposed by any government authority. Customer will (a) pay or reimburse all such taxes and fees (including any interest or penalties), if any, due, based on or measured by amounts payable by Customer under this Agreement (excluding taxes based on Company's net income) or (b) furnish Company with evidence acceptable to the applicable government authority to sustain an exemption therefrom.

On Demand. If Customer has selected on-demand usage and exceeds the applicable Scope of Use specified in the Subscription in a given month, Customer agrees to pay Company additional on-demand fees for such excess usage monthly.

If Customer is purchasing the services via credit card, debit card or other payment card ("Credit Card"), Customer hereby authorizes Company (or its designee) to automatically charge Customer's Credit Card on the same date of each calendar month (or the closest prior date, if there are fewer days in a particular month) during the Subscription term for all fees accrued as of that date (if any) in accordance with the applicable order. Customer acknowledges and agrees that the amount billed and charged each month may vary depending on Customer's use of the services and may include fees for On Demand usage for the prior month.

Foreign Transaction Fees. Customer acknowledges that for certain Credit Cards, the issuer of Customer's Credit Card may charge a foreign transaction fee or other charges.

Invalid Payment. If a payment is not successfully settled due to expiration of a Credit Card, insufficient funds, or otherwise, Customer remains responsible for any amounts not remitted to Company and Company (or its designee) may, in its sole discretion, either (i) invoice Customer directly for the deficient amount, (ii) continue billing the Credit Card once it has been updated by Customer (if applicable) or (iii) terminate this Agreement.

Payment of Outstanding Fees. Upon any termination, expiration or cancellation of a Subscription, Company will charge Customer's Credit Card (or invoice Customer directly) for any outstanding fees for Customer's use of the Service during the Subscription term (including any fees for On Demand usage), after which Company will not charge Customer's Credit Card for any additional fees.

Cancellation. If Customer does not want to renew a subscription, Customer must cancel its account(s)/subscription(s) from its account settings or from Customer's account at PayProGlobal (https://payproglobal.com). An email to cancel Customer's account is not considered notice of non-renewal. Any cancellation will take effect only at the end of Customer's then-current Subscription term, and Customer will continue to owe all fees (including, if applicable, monthly subscription fees and fees for any On Demand usage) for the duration of the then-current Subscription term. Notwithstanding the foregoing, Company reserves the right, at its sole and absolute discretion, to permit Customer to cancel its subscription immediately without further liability by making a lump-sum payment to Company that is equal to the upcoming three (3) months of subscription fees that Customer would otherwise have owed Company.

Upgrades and Downgrades. If Customer upgrades its plan or Scope of Use, we will immediately bill Customer for the applicable subscription fees. Downgrades will go into effect at the end of Customer's then-current Subscription term. There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open account. Downgrading account(s) may cause the loss of Content, features, or capacity of such account(s). We do not accept any liability for such loss.
Use of Verifika Web
The Customer is fully responsible for the use of Verifika Web, including responsibility for compliance with all laws and regulations that are applicable to the Customer or the Content the Customer uses in connection with Verifika Web. In particular, the Customer is responsible for ensuring that any Personal Data is allowed to be transferred to Verifika Web in compliance with applicable Data Protection Laws and that the Content uploaded to Verifika Web does not violate prevailing laws or infringes third-party rights.

It is the Customer's sole responsibility to maintain a data connection that allows the use of Verifika Web.

The Customer may not use Verifika Web in any unlawful manner or in any other manner that could damage, disable, or interfere with or reverse engineer Verifika Web. The Company may, at its sole discretion, adopt rules for permitted and appropriate use of Verifika Web and may update them from time to time. These rules shall form an inseparable part of these Terms of Service and shall be available on the Company's Website. The Customer acknowledges that the Company may implement additional technical limits on the use of the Verifika Web to prevent any disruption of Verifika Web. These limits are available on the Website.

The Company reserves the right to suspend or terminate provision of Verifika Web immediately to any User whose activity disrupts or causes harm to the Company's infrastructure, or violates these Terms of Service, including the obligation to pay a subscription fee in line with the Customer's Subscription plan. The Company also reserves the right to suspend or terminate provision of Verifika Web Services immediately to any User who is not the Customer's employee or the Customer's contractor.
User access
Unless otherwise specified, Verifika Web may not be accessed by more than 1000 Customer's employees or the Customer's contractors; a User's password may not be shared with any other individual; and User identification may not be reassigned to a new individual.

The Customer shall not sublicense or allow third parties individual user access to Verifika Web, with the exception of the Customer's employees and contractors who are using Verifika Web on behalf of the Customer.

The Customer shall keep its access data to Verifika Web secret and shall not disclose it to unauthorized third parties. If the Customer has reason to believe that an unauthorized person has gained knowledge of their access data, the Customer has to change their access data immediately.
Warranty and liability
The Company shall provide its services to the Customer within the scope of and in material accordance with the Customer's Subscription. Otherwise, Verifika Web and the related documentation are provided by the Company "as is" on a commercially reasonable basis and without warranties of any kind either expressed or implied, unless such warranties are guaranteed under applicable law and cannot be limited by contract.

Although the Company strives to provide quality services to the Customer and will use reasonable efforts to provide the functionality of Verifika Web, the Company does not provide any warranty that Verifika Web will be error-free, uninterrupted or available at any time. The Company therefore assumes no liability for temporary non-operability or impaired accessibility of Verifika Web due to, but without limitation to, technical difficulties, dependence on the services of third parties and other reasons out of the Company's control.

The Company does not provide any warranty that the Output (incl. bilingual files, glossaries, qa reports) will be error-free and correct. The Customer is solely responsible for the final correction of the Output and its use.

The Company is not liable for any damage, whether direct, indirect, incidental, special or consequential, including but not limited to, damage consisting in loss of profits, goodwill, use, data or other intangible losses (even if the Company has been advised of the possibility of such damage) arising out of or in connection with the Customer's use of Verifika Web, which has not been caused willfully or by gross negligence, unless such limitation of liability is restricted by the applicable law where limitation of liability is applied to the maximum extent permitted. Liability for bodily harm remains unaffected.

Although the Company periodically backs up data in the Verifika Web, the Customer is solely responsible for creating backup copies of any of the Content or Output.


Content and data processing (DPA)
Confidentially of the Content
Keeping the Customer's Content private, confidential, and secure is an utmost priority for the Company. The Customer's Content submitted to Verifika Web will remain a sole property of the Customer, including the translations of the Content. The Company will not use the Customer's Content for any purpose other than to inform the Customer of and provide the Customer with Verifika Web Services and to enhance Company's services and product offerings. The Content will be stored in the data center with respect to the purchased Subscription. For more information visit the Data Center page.
Content and data processing (DPA)
Confidentially of the Content
Keeping the Customer's Content private, confidential, and secure is an utmost priority for the Company. The Customer's Content submitted to Verifika Web will remain a sole property of the Customer, including the translations of the Content. The Company will not use the Customer's Content for any purpose other than to inform the Customer of and provide the Customer with Verifika Web Services and to enhance Company's services and product offerings. The Content will be stored in the data center with respect to the purchased Subscription. For more information visit the Data Center page.

General terms concerning the processing of personal data in the content
Company respects your privacy and has established certain policies and procedures relating to the collection and processing of Customer's Personal Data. Please, check our Privacy Policy to learn more about your rights, and our obligations and procedures applied to your Personal Data while you access Verifika Web and use the Services.

We will ensure that all persons authorized to process Customer Personal Data on behalf of Company have committed themselves to confidentiality, or are under an appropriate statutory obligation of confidentiality. We will maintain administrative, physical and technical safeguards for protection of the security, confidentiality and integrity of Customer's Personal Data, as described in our Privacy Policy.

By Transferring Customer Personal Data to the Verifika Web, you authorize us to process the Customer's Personal Data for the purposes of providing the Services to you. Please see our Data Processing Addendum for details.

The Services may be performed using equipment or facilities located in the European Union and the United States. When processed outside the European Union, EU Personal Data will receive an adequate level of protection within the meaning of Article 46 of the EU Directive 95/46/EC (General Data Protection Regulation) from Company and its service providers located outside the EU. Please see our Privacy Policy and our EU-U.S. Shield Policy.

By agreeing to these Terms, you grant us a general authorization to engage sub-processors for the purposes of providing the Services. For more information about sub-processors, please see our List of Sub-processors and our Privacy Policy.