Back to LegalThe Capio Product Terms are a legally binding agreement that governs Client’s access to and use of Capio Products.
The Capio Product Terms are comprised of the following terms and conditions:
Capio Core Terms. The core legal and commercial terms and conditions that apply to Client’s subscription for one or more Capio Products.
Product Specific Terms. The additional product or service-specific terms and conditions that apply to Client’s use of a Capio Product.
By accepting these Capio ProductTerms by (i) clicking a box indicating acceptance in an online ordering portal; (ii) executing an Order Form, user registration form, or other agreement that references these Terms; or (iii) using Capio on a free or trial basis, Client is entering into a legally binding agreement with Company and agrees to the terms and conditions herein.
Company may update all or any part of these Capio Product Terms (other than an Order Form) from time to time by posting a new version within the Capio platform or on the Company website. The revised version will become effective and binding the next business day after which it is posted. Company will notify Client of materials updates to the Capio Core Terms by email or on-platform notification. Client’s continued access and use of Capio after any amendments or updates to the terms and conditions of the Capio Terms signifies Client’s acceptance to such changes.
Capio CORE TERMS
Definitions
Capitalized terms used and not otherwise defined herein have the following meanings:
“Capio Product(s)” means the web-based products and services that Client has subscribed for in an Order Form or that Company makes available to Client free of charge or under a free trial, including associated offline or mobile components and any ancillary products and services that may be offered by Company to Client.
“Content” means the information, data, material, graphics, photographs, videos, sound, music, tags and content made available to Client through a Capio Product(s), whether the source of such content is a publicly available source, a third-party content provider or Company. Content does not include Client Data.
“Product Specific Terms” means the additional product or service-specific terms and conditions that apply to Client’s use of a given Capio Product(s).
“User” means, in the case of an individual accepting these terms on his or her own behalf, such individual, or, in the case of an individual accepting these terms on behalf of a legal entity, an employee or contractor of Client who is authorized by Client to use a Capio Product(s), for whom Client has purchased a subscription (or in the case of any product provided by Company without charge, for whom an account has been provisioned), and to whom Client has supplied a user identification and password.
Capio Products
Capio Product(s). During the service term, Company will provide Client’s Users with access to the Capio Product(s) that Client has ordered pursuant to an Order Form. The Capio Product(s) may provide Client with access to Content. In an effort to improve Client’s experience with Capio Products, Company may modify the Content or the Capio Product(s), including by adding, changing or removing features or functions from time to time and without notice to Client.
Use of Capio
Registration and Account : In order to access Capio Products, Client will be required to register one or more Users for an account on the Capio platform, each with an institution email address. Client must ensure that the information in its registration is accurate and update such information as necessary. Company reserves the right to suspend account access if there is reason to believe that Client’s account information is inaccurate or outdated. Client shall ensure that all its Users maintain the confidentiality of their accounts and passwords and do not share the accounts or passwords with any other person (including another employee of Client). Company is not responsible for any activity occurring from a User’s account, including any unauthorized activity.
Client Responsibilities : Client shall use the Capio Product(s) and Content only in accordance with the Agreement. Client shall not provide any third party with access to the Capio Product(s) or Content and will not disclose any Content to any third party. Client further agrees that it shall: (i) use the Capio Product(s) solely for internal business purposes; (ii) not permit anyone other than Users to access the Capio Product(s); (iii) use of the Capio Product(s) in accordance with the documentation and guidelines that Company may provide from time to time; (iv) promptly notify Company if Client becomes aware of any unauthorized access or use to the Capio Product(s) or a security breach involving Client’s account; (v) use reasonable efforts to prevent unauthorized access to or use of the Capio Product(s) and Content; and (vi) use the Capio Product(s) and Content only in accordance comply with all applicable laws and regulations, including all intellectual property, data and privacy laws. You are responsible for your use of the Content. Content is not intended to be immigration advice and third-party professional advice should be sought with respect to any visa application you may pursue. Company is not responsible for immigration authority decisions resulting in refusals and/or the decision to issue an attestation letter. Company shall not be held liable for any reliance placed on the accuracy or completeness of the Content provided.
Restrictions on Use : Client shall not, and shall not permit anyone else to: (i) copy, modify, translate, distribute, assign, sell, broadcast, publish or license in any form any part of the Capio Product(s) or Content; (ii) use the Capio Product(s) or the Content on behalf of, or to provide any product or service to, any third party; (iii) use the Capio Product(s) or Content to develop a similar or competitive product or service; (iv) overly burden or otherwise interfere with Company servers, systems or networks; (v) attempt to circumvent, or in any manner compromise any security features of the Capio Product(s); (vi) perform any security or vulnerability test, scan or review on the Capio Product(s); (vii) attempt to gain unauthorized access to any component of the Capio Product(s); (viii) attempt to modify, delete or in any manner compromise any Content or features of the Capio Product(s); (ix) create derivative works based on the Capio Product(s) or the Content; (x) decompile, disassemble, reverse engineer or otherwise attempt to discover any source code of the Capio Product(s); (xi) “mirror” or otherwise incorporate any part of the Capio Product(s) or Content on any website; (xii) access, monitor or copy any part of the Capio Product(s) or Content using any robot, scraper or other automated means or any manual process; (xiii) access the Capio Product(s) for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes. (xiv) remove, cover or otherwise obscure any watermarks, labels or other legal or proprietary notices included in the Content or Capio Product(s); or (xv) upload or communicate on the Capio Product(s) any data, information, content or other materials that: (1) contain any computer viruses, malicious code, or any software intended to damage or alter a computer system or data; (2) Client does not have the lawful right to upload or communicate; (3) is false or intentionally misleading; (4) is harassing, defamatory, or otherwise offensive, or that contains nudity or violence, or that promotes violence, racism, discrimination, bigotry or hatred, or that otherwise violates applicable laws; (5) infringes or otherwise misappropriates the intellectual property or other rights of any third party; or (6) encourages any conduct that may violate any applicable laws or would give rise to civil or criminal liability.
Suspension : If, in Company’s reasonable judgment, Client’s use of the Capio Product(s) threatens the security, integrity or availability of Company’s services (including the Capio Product(s)) or the confidentiality of sensitive, confidential or proprietary information (including Content) or Client breaches its responsibilities set out in the Sections titled “Client Responsibilities” or “Restrictions on Use”, Company may suspend Client’s access to the Capio Product(s) without notice to Client, if reasonably required in the circumstances. Company will have no liability to Client or any third party in connection with any such suspension.
General
Trial Services. From time to time, Company may make Content and features not specifically ordered under an Order Form available to Client on a beta, trial, early-access and/or limited time basis at no charge to Client (“Trial Services”). Client may choose whether to try such Trial Services or not in its sole discretion. Client acknowledges and agrees that Trial Services constitute Capio Products and are provided subject to the terms and conditions of the Agreement and only on a beta, trial, early-access and/or limited time basis. As Trial Services are provided at no charge, Company reserves the right to discontinue any or all of such Trial Services at any time without notice. Company further reserves the right to make such Trial Services available only on a subscription, licensed, or other basis for a fee. In such a case, Company will provide an Order Form setting out the applicable fees and other terms and conditions with respect thereto, which Client may choose to accept or decline.
