Basemark Web 3.0 Terms of Service

By using the service available at http://web.basemark.com (“Service”), You hereby agree to the Terms of Service below.

The provider of the Service is Basemark Oy (Business ID 2688018-1, hereinafter “Basemark”), a corporation organized and existing under the laws of Finland, having its registered office in Korkeavuorenkatu 34, 00130 Helsinki, Finland. The user of the Service is You, hereinafter the “Licensee”.

WHEREAS,
Basemark has developed proprietary computer software embodies in the Service and owns all intellectual property rights in its software;
WHEREAS,
Basemark is offering the Service to be used by Licensee;
NOW, THEREFORE,
in consideration of the mutual promises, covenants and conditions set forth herein, the sufficiency of which is hereby acknowledged, the Parties agree as follows:

1. LICENSE GRANTED TO THE LICENSEE

  1. Subject to the terms and conditions of this Agreement, Basemark furnishes the Licensee with the license to use its Service.
  2. Free, Pro and Community Versions of the Service are licensed SOLELY AND EXCLUSIVELY FOR PERSONAL, NON-COMMERCIAL USE. Any other use of the said versions of the Service is expressly forbidden.
  3. Corporate version of the Service is the only version licensed for commercial or corporate use.
  4. Basemark hereby grants to the Licensee during the validity of this Agreement, a non-exclusive, non-transferable, revocable right and license, without the right to sub-license:
    1. to use and operate the Service solely for the purposes of Licensee’s own use (hereinafter the “Purpose”), and
    2. to publish performance results obtained from the Service subject to following and adhering to results publication rules described in Section 3.
  5. This license gives the Licensee only limited license to use the Service. Basemark retains all right, title and interest including but not limited to all intellectual property rights to the Service, new versions, upgrades, updates, modifications, enhancements or copies thereof and all related documentation shall at all times remain solely the property of Basemark.
  6. Licensee shall not distribute, sell, offer for sale, lease, sub-license, transfer possession of, or otherwise convey the Service or Basemark Software or any copy thereof.
  7. The Licensee also agrees that it shall neither cause nor permit the disassembly, decompilation, reverse engineering or other such process to discover the source code, ideas or structure of the Service or any attempt thereof.
  8. The Licensee shall neither make nor permit others to make any modifications, adaptations, enhancements, changes, or derivative works of the Service, and Licensee shall advise all of its employees that they are prohibited from making any modifications, adaptations, enhancements, changes or derivative works of the Service.
  9. Except for the rights specifically granted in this section 1, no rights in the Service are granted to the Licensee. Any use of the Service in deviation to this Agreement is expressly forbidden. These rights and license are temporary and valid only for as long as this Agreement is in force and the Licensee operates under the terms and conditions of this Agreement.

2. LICENSE FEE

  1. License fee, if any, is agreed in a separate licensing agreement.

3. DATA COLLECTION AND RESULTS PUBLICATION

  1. Licensee agrees that Basemark can collect and store anonymous configuration and performance results data (“Information”) of Licensee’s system. Further, Licensee agrees that Basemark has a worldwide, free and non-revocable right to use such submitted Information at its business.
  2. Licensee agrees to adhere the following rules when publishing any results obtained from the Service
    • The results shall be accompanied with description on the test settings (e.g. default or custom), description of the system used to obtain the results, the version of the Service used and mentioning of Basemark as the provider of the Service

4. UPDATES AND SUPPORT

  1. Basemark may, at its sole discretion, release updates or any subsequent public commercial releases of the Service.
  2. Basemark shall provide the Licensee with support services as agreed in a separate licensing agreement.

5. NO WARRANTIES

  1. Basemark is making the Service available “as is” for the Purpose only, and accordingly< BASEMARK MAKES NO WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE. NO CONDITIONS, WARRANTIES OR OTHER TERMS, WHETHER EXPRESS OR IMPLIED, APPLY TO THE SERVICE SUPPLIED UNDER THIS AGREEMENT, IN PARTICULAR, WITH RESPECT TO THE NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. BASEMARK SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. LOCAL LEGISLATION IN SOME COUNTRIES DOES NOT ALLOW ANY EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES; THE ABOVE LIMITATIONS OR EXCLUSIONS MAY APPLY TO LICENSEE ONLY PARTLY OR NOT AT ALL.

6. REMEDIES AND LIMITATIONS OF LIABILITIES

  1. Basemark aims to provide current and up-to-date content in this Service. However, due to the nature of the content, Basemark does not guarantee that all the content is accurate all the time. Therefore, the content included in this Service, such as scores, device details and other general information may be changed, extended or partly or completely deleted without separate announcement.
  2. Basemark is not responsible for any contents linked or referred to from these pages. Basemark therefore accepts no liability for any damages occurs which may be occurred from the use of information presented therein. Furthermore Basemark is not liable for any postings or messages published by users of discussion boards, guest books or mailing lists provided on this website.
  3. The Licensee acknowledges that Basemark has no control over Licensee's use or exploitation of the Service. The Licensee therefore agrees to indemnify and hold Basemark harmless against any costs, claims, demands, expenses and liabilities of whatsoever nature by any third party arising from such use or exploitation.
  4. Each Party’s cumulative liability to the other Party or any other party for any loss or damages resulting from any claims, demands, or actions arising out of or relating to this Agreement shall not exceed the price paid, except to the extent that such liability may not be lawfully excluded under the applicable mandatory law. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR THE INABILITY TO USE EQUIPMENT OR ACCESS DATA, LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION OR THE LIKE), ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE OTHER PARTY’S PRODUCTS OR BASED ON ANY THEORY OF LIABILITY INCLUDING BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF THE OTHER PARTY OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

7. TERM AND TERMINATION

  1. This Agreement shall become effective on the Effective Date and shall remain in force until terminated according to the provisions of this Agreement.
  2. Basemark may terminate this Agreement by any of the means listed below
    • in case of a Free and Community version by stopping providing the service
    • in case of a Pro version by stopping providing the service after the expiration of the term paid for by the Licensee
    • in case of a Corporate version by giving a 30 day written notice of termination prior to the expiration of the current service term
  3. Free, Community and Pro version Licensees may Terminate this Agreement by sending a written notice of termination, e.g. by email. Corporate version licensees can terminate this Agreement according to the separate license agreement.

8. MISCELLANEOUS

  1. Each Party shall bear all costs and expenses incurred by it under or, in connection with, this Agreement.
  2. Should any term of this Agreement be declared void or unenforceable by any court of competent jurisdiction, such a declaration shall have no effect on the remaining terms herein.
  3. This Agreement contains the entire agreement between the Parties relating to the subject matter hereof and all prior understandings, representations and warranties by and between the parties, written or oral, which may be related to the subject matter hereof in any way are superseded by this Agreement. None of the terms of this Agreement shall be deemed to be waived or amended by either Party unless such a waiver of amendment specifically references this Agreement and is in writing singed by an authorized representative of the Party to be bound.

9. GOVERNING LAW AND DISPUTES

  1. This Agreement shall be governed by the laws of Finland. Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach, termination or validity thereof shall be finally settled by arbitration in accordance with the Rules of the Arbitration Board of the Central Chamber of Commerce in Finland. The arbitration shall be held in Helsinki, Finland, and the arbitration proceedings shall be conducted in the English language.

EXECUTION

Licensee acknowledges that Licensee has the authority to execute this Agreement and licensee further acknowledges and agrees that this Agreement constitutes a valid and legally binding obligation on the part of the Licensee.

By using the Service, the Licensee agrees to become bound by this Agreement.