Effective: August 1st, 2019
The Website and Services are owned and operated by Instalevel P.C., a private company registered in Greece, under Reg. No 149345701000, having its registered seat at 16 Viantos Street, Nea Smyrni, 17122, Greece, telephone number: +30 210 220-9300 (“Instalevel”, “us”, “we”).
Our Services are offered subject to your acceptance without modification of all of the TOU contained herein and all other operating rules, policies and procedures that may be published from time to time on this Website by Instalevel, as well as subject to any specific terms included in the purchase agreement executed between you and Instalevel (the “Purchase Agreement”). In the event there is any discrepancy or inconsistency between the terms contained in these TOU and any of the terms contained in this Purchase Agreement, the terms of the Purchase Agreement shall prevail.
2. Nature of Business
With InstaLevel, Corporate Clients may invite any Individual User to take on-line skill (language) tests (the “Skill Test(s)”) which are based on an adaptive (dynamic) algorithm, in order to assess the Individual User’s language skills. In order to do that, Corporate Clients shall first purchase a package of Skill Test (the “Credit Test Package”).
3. Technical Requirements
Instalevel Services work on every computer, both home computers and PCs, as well as on smartphones and tablets. Any user (Individual User or Corporate Client) needs to have access to an Internet connection that will provide qualitative images and sound. The supported browsers are:
Google Chrome (latest version) — Windows, Mac OS X, iOS, Android
Apple Safari (latest version) — Mac OS X, iOS
Microsoft Internet Explorer 11+ — Windows
Microsoft Edge (latest version) — Windows
Mozilla Firefox (latest version) — Windows
If the user is not using one of the browser / platform combinations above, the user should still be able to access the Website and use the pages, but it might not display the Website as designed, nor provide the user with the best experience of using our Website and Services.
In some cases, failure to comply with these criteria may result in failure to use the Services, including but not limited to the conduction of the Skill Tests.
4.1 Corporate Clients’ Registration.
For the time being, Corporate Clients do not have to register in order to be able to invite Individual Users to take a Skill Test. More specifically, upon the purchase of a Credit Test Package, Instalevel provides the Corporate Client with a series of code numbers. If a Corporate Client wishes to invite an Individual User to take a Skill Test, the Corporate Client has only to provide the Individual User with a code number. The latter may enter the code number in the Website’s payment gateway when such information is being asked, and then the Individual User will be ready to take the Skill Test.
Nevertheless, Instalevel may add extra features in its Services and such features may require registration of the Corporate Clients. In addition, Instalevel reserves the right to set the registration as mandatory for all Corporate Clients in the future.
In any case that registration is required, Corporate Clients shall be able to register by filling in a registration form found in the Website.
If you are registering on behalf of a company, organization or other entity, (a) “you” or “yourself” includes you and that entity and (b) you promise that you are authorized to grant all permissions and licenses provided in these TOU and bind the entity to these TOU, and you agree to these TOU on the entity’s behalf.
You have to register with a valid corporate e-mail address that must be confirmed and to which you have regular access so that activation e-mail can be sent to you. If you register with someone else’s e-mail address, or with a temporary e-mail address, then your registration may be terminated without notice. We may require that you revalidate your registration if we believe that you have been using an invalid e-mail address. We reserve the right to terminate a registration if any Corporate Client is seen to be using proxy IPs (Internet Protocol addresses) in order to attempt to hide the use of registrations.
4.2 Individual Users’ Registration.
You understand and agree that the Individual Users who are invited by you to take a Skill Test, have to register on the Website and accept the Terms and Conditions for Individual Users so as to be able to take the Skill Test. Failure of any Individual User doing so will result in him/her not taking the Test, which in no circumstances shall be the responsibility of Instalevel.
5. Personal Account
Upon the receipt of your registration application, we will create an account (“Account”) for you and we will e-mail you a link to activate such Account. Once you access the link, you will be asked to enter a password and accept these TOU.
Each Account is personal and non-transferable. Your rights and obligations to Instalevel are non-transferable either. You are responsible for maintaining the security of your password and Account. In addition, you are fully responsible for all activities that occur under this Account and any other actions taken in connection with this Account. You must immediately notify Instalevel at email@example.com regarding any unauthorized uses of your Account or any other breaches of security. Instalevel will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
6. Your Responsibility
a) You agree to provide accurate and complete information about yourself as well as about the company, organization or other entity you are representing and to maintain and update that information. If the information you provide is untrue, inaccurate, incomplete or not current, we reserve the right, in our sole discretion, to suspend or terminate your Account.
b) You are responsible for ensuring that any material, information or other communication that you post, upload or submit to the Website through any mean (including the registration form, instant messaging service and e-mails to Instalevel) (collectively, “Communications“) do not violate or infringe any copyright, trade secret, trademark or other personal or proprietary rights of another person or entity, or defame any person, or violate any law or regulation. You shall be solely liable for any damages resulting from any infringement or violation or any other harm resulting from your uploading, posting, or submission of any Communication to the Website.
c) You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses and other harmful or destructive content.
d) When using our Website, you shall not:
- take any action that imposes an unreasonable or disproportionately large load on our (or our third-party providers’) infrastructure;
- interfere with the proper working of the Services we provide, or any activities conducted on the Services;
- attempt to bypass or circumvent any measures we may use to prevent or restrict access to the Services;
- run any form of auto-responder or ‘spam’ on the Services;
- use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the site;
- harvest or scrape any content from the Services;
- otherwise take any action in violation of our guidelines and policies;
- use any content, software or data forming any part of the Services to create a derivative work, nor to copy the data by taking screenshots, recording or photographing any computer or other device screen, rewriting or in any other way;
- copy, decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any software, code or source code or underlying ideas or algorithms of any part of the Services, except to the limited extent applicable laws specifically prohibit such restriction;
- modify, translate, or otherwise create derivative works of any part of the Services;
- copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder;
- act in such a way that the Services are damaged, interrupted or made less efficient;
- manipulate or abuse the Services, or act in such a way that it creates an unreasonable strain on the Services.
7. Non-permitted Use of our Services
The following actions/activities are not permitted on our Website:
- Phishing & spam: Any attempts to publish or send malicious content with the intent to compromise any computer environment is strictly prohibited;
- Communication’s content: You shall not (and shall not permit any third party to) either (a) take any action or (b) upload, post, submit or otherwise distribute or facilitate distribution of any content on or through the Services that:
– infringes any third party right or violates any law or contractual duty;
– you know is false, misleading, untruthful, unlawful, threatening, abusive, harassing, defamatory, fraudulent, pornographic, or is otherwise inappropriate as determined by us in our sole discretion;
– constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (“spamming”);
– contains software viruses or any other harmful computer codes, files, or programs;
– includes anyone’s identification documents or sensitive financial information;
– otherwise interferes with the Services;
- Fraud / unlawful use – You may not use our Website for any unlawful purposes or to conduct illegal activities;
- Multiple accounts: To prevent fraud and abuse, Corporate Clients are limited to one active account. Any additional account determined to be created to circumvent guidelines, promote competitive advantages, or mislead the Instalevel community will be disabled. Mass account creation may result in disabling of all related accounts. Note: any violations to Instalevel’s TOU is cause for permanent suspension of all accounts;
- Selling accounts or any part of our Services: You may not buy or sell Instalevel accounts or any part of our Services or make any other commercial use thereof;
- You agree that you will not use any robot, spider, scraper or other automated means to access the Website for any purpose without our express written permission.
It is at Instalevel’s own discretion to determine whether the use of our Services constitutes a material breach as outlined in clause 13 below, such a decision not to be unreasonably withheld.
8. Paid Services
You understand and agree that Credit Test Packages are provided for a fee and you accept the terms of sale, pricing, payment and billing agreed in the Purchase Agreement executed between you and Instalevel.
Instalevel may add new services for additional fees and charges, or amend fees and charges for existing services, at any time in its sole discretion. Prices for all Services are subject to change but will not affect already paid Services during their validity.
9. Intellectual Property
The Website and its content, features and functionality, including, without limitation the Skill Tests as well as any information, software, text, graphics, logos, button icons, images, audio clips, video clips, data compilations and the design, selection and arrangement thereof, are the exclusive property of Instalevel, our licensors or other content suppliers, and are protected by Greek and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws, and may not be used or exploited in any way without our prior written consent.
No right, title or interest in or to the Website or any content is transferred to you and all rights not expressly granted are reserved. Any use of the Website that is not expressly permitted by these TOU may be a breach of these TOU and may violate copyright, trademark and other laws.
Instalevel’s logo and all other trademarks, service marks, graphics and logos used in connection with the Website are trademarks of Instalevel. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any Instalevel or third-party trademarks.
10. Limited License – Confidentiality
Instalevel grants you a non-exclusive, non-transferable, worldwide, fully paid-up, royalty free, limited license (without the right to sublicense) to download, store and print single copies of the Instalevel Certificate (i.e. a certificate automatically produced upon the completion of a Skill Test by a Test Taker you have invited to take a Skill Test, including his/her full name, the kind of Skill Test he/she took as well as the score he/she achieved) for your professional use, provided that you make no unauthorized alterations and you maintain all copyright and other notices contained in such content.
Any and all Individual User’s information included in the Certificate as well as any other Individual User’s information disclosed to you by Instalevel by any means, shall be treated as strictly confidential, shall not be disclosed to anybody else and shall not be used by you for any purpose except for the limited purpose of identifying the Individual User and assessing the Individual User’s language skills. Any disclosure in violation to this confidentiality clause shall be deemed a breach of these TOU.
11. No assignment
Your right to use the Services is personal to you. You may only invite Individual Users to take a Skill Test. You may not sell, lease, sub-license or assign your license to use the Services or any part thereof to any third party. Any attempt to do so constitutes a breach of this provision and the purported sale, lease or assignment shall be void.
12. Links to Third Party Sites
The Website may contain links to sites owned or operated by third parties. Such links are provided for your reference only. We do not control such sites and we are not responsible for their content. The fact that we provide a link does not mean that we endorse, authorize or sponsor that site. Therefore, we take no responsibility for and give no warranties, guarantees or representations in respect of linked sites. We reserve the right to terminate a link to a third party site at any time.
13.1 Instalevel may terminate your use of any of Services and close any Account created by you immediately, without notice and without compensation in the following circumstances:
- should you be in material breach of these TOU,
- should you request that your Account be closed.
13.2 Instalevel may at its convenience and without any need to have any reason to do so terminate your use of any of Services and close any Account created by you by giving not less than 30 days’ notice. If Instalevel exercises the right to do so, Instalevel shall make repayment to you of the fees corresponding to any Skill Tests of the Credit Test Packages which you have not used.
Upon termination, any and all rights granted you by this Agreement will immediately be terminated, and you shall promptly discontinue all use of the Services.
You agree to defend, indemnify and hold Instalevel and its contractors, its licensors, its affiliates and their respective directors, officers, employees and agents harmless from any and all liabilities, costs, and expenses, including attorneys’ fees, arising out of, based on, or in connection with your use of our Services, including but not limited to (i) the use of the Website or your placement or transmission of any message or information on this Website by you, (ii) your violation of any of the TOU (iii) your violation of any third party right, including without limitation any right of privacy, publicity rights or intellectual property rights, (iv) your violation of any law, rule or regulation, (v) any claim or damages that arise as a result of your use of our Services or (vi) any other party’s access and use of the Website with your unique username, password or other appropriate security code.
15. Service Availability Disclaimer
We will make all reasonable efforts to ensure that the Website and Services are available at all times. However, we cannot guarantee that the Website and/or the Services or any individual function or feature thereof will always be available and/or error free. The Website and/or the Services may be unavailable during periods when we are implementing upgrades or carrying our essential maintenance on them.
Instalevel reserves the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Website and/or the Services, or any portion thereof, for any reason; (2) to modify or change the Website and/or the Services, or any portion thereof, and any applicable policies or terms; and (3) to interrupt the operation of the Website and/or the Services, or any portion thereof, as necessary to perform routine or non-routine maintenance, error correction, or other changes.
16. Warranty Disclaimer / Limitation of Liability
INSTALEVEL DOES NOT GUARANTEE ANY RESULTS FROM USING THE SERVICES. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM INSTALEVEL OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, INSTALEVEL, ITS SUBSIDIARIES, ITS LICENSORS AND AFFILIATES, DO NOT WARRANT THAT THE CONTENT IS ACCURATE, TRUE, RELIABLE, CORRECT OR COMPLETE, THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE, THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.
IN NO EVENT SHALL INSTALEVEL, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER. THIS LIMITATION ON LIABILITY INCLUDES, BUT IS NOT LIMITED TO:
(I) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR USE OF THE WEBSITE AND/OR THE SEVICES,
(II) ANY LOSS OR DAMAGE DUE TO UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL INFORMATION STORED THEREIN,
(III) ANY LOSS OR DAMAGE DUE TO INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE AND/OR SEVICES OR INTEROPERABILITY PROBLEMS,
(IV) ANY LOSS OR DAMAGE DUE TO BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE AND/OR SEVICES BY ANY THIRD PARTY,
(V) ANY ERRORS OR OMISSIONS IN ANY CONTENT,
(VI) ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY,
(VII) ANY STATEMENT OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE AND/OR THE SEVICES,
(VIII) ANY LOSS OR DAMAGE RESULTING FROM YOUR USE, OR INABILITY TO USE, ANY PORTION OF OUR WEBSITE AND/OR THE SEVICES OR FOR ANY LOSS OR DAMAGE OF ANY KIND IN YOUR DATA,
(IV) ANY LOSS OF YOUR REVENUE, PROFITS, GOODWILL OR ANY SPECIAL, INDIRECT, CONSEQUENTIAL OR PURE ECONOMIC LOSS, COSTS, DAMAGES, CHARGES OR EXPENSES. THE LIMITATIONS ON LIABILITY APPLY WHETHER LIABILITY IS BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL INSTALEVEL, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS THAT EXCEED THE AMOUNT OF FEES PAID BY YOU TO INSTALEVEL.
YOU AGREE THAT NO COMMUNICATIONS RECEIVED FROM INSTALEVEL WILL CREATE ANY WARRANTY NOT EXPRESSLY INCLUDED IN THIS AGREEMENT.
THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
INSTALEVEL’S WEBSITE AND SERVICES ARE CONTROLLED AND OPERATED BY US FROM OUR OFFICES IN GREECE. WE MAKE NO REPRESENTATIONS THAT THE WEBSITE OR ANY CONTENT OF IT IS APPROPRIATE OR AVAILABLE FOR USE IN OTHER COUNTRIES. THOSE WHO VISIT THE WEBSITE FROM OTHER COUNTRIES DO SO ON THEIR OWN INITIATIVE AND AT THEIR OWN RISK.
17. Force Majeure
Instalevel shall not be deemed responsible and shall not be liable for any loss or liability resulting, directly or indirectly, from force majeure events, including but not limited to acts of war, strikes, riots, bad weather conditions, fires, natural disasters, as well as from electronic or mechanical equipment failures, telephone connection problems and any other unforeseeable circumstances beyond Instalevel’s control against which it would have been unreasonable for it to take precautions and which Instalevel cannot avoid even by using its best efforts.
18. Independent Contractors
Corporate Client’s relationship with Instalevel is strictly contractual, shall not give rise to any fiduciary relationship, and shall remain at all times one of independent contractors; neither party nor its employees, consultants or representatives shall be considered employees, partners, joint ventures, agents or franchisees of the other; and neither has the authority to bind the other nor shall make any representations or commitments on behalf of the other.
Instalevel may amend these TOU at any time by posting a revised version on the Website. Each revised version will state its effective date, which will be on or after the date posted by Instalevel. If the revised version materially reduces your rights or increases your responsibilities, we may post it in advance of the effective date to give you notice. It is your responsibility to check these TOU periodically for changes.
20. Applicable Law – Jurisdiction
These TOU and the User’s use of the Website and Services are governed by Greek law and both parties submit to the exclusive jurisdiction of the courts of Athens, Greece.
Any notice to be served on or documentation to be sent to Instalevel shall be deemed to be properly served if sent by email to the following email: firstname.lastname@example.org or if sent by registered post or delivered by hand to the following address: 16 Viantos Street, Nea Smyrni, 17122, Greece.
These TOU shall endure for the benefit of and be binding upon the respective administrators, successors and assigns of each party hereto.
All terms, conditions and warranties in these terms are essential terms and a breach or non-performance hereto of any terms, conditions, warranties, schedules hereof shall entitle Instalevel to either terminate your Account and claim damages or terminate without any claim for damages or claim damages without terminating your Account.
No failure or delay by Instalevel in exercising any right or remedy provided by law under or pursuant to these TOU shall impair such right or remedy or operate or be construed as a waiver or variation of it or preclude its exercise at any subsequent time and no single or partial exercise of any such right or remedy shall preclude any other or further exercise of it or the exercise of any other right or remedy.
Termination of any Account shall not affect the accrued rights of Instalevel arising in any way out of these TOU as at the date of termination and, in particular but without limitation, the right to recover damages against the other, and all provisions of these TOU which contemplate or are capable of operation after termination shall survive the termination of the license and shall remain in full force and effect.
If any of the provisions of these TOU become invalid, illegal or unenforceable in any respect under any applicable law, the validity and enforceability of such provision shall not be considered affected in any other jurisdiction and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired and all of them shall remain in full force and effect so long as the economic or legal substance of the transactions contemplated by these TOU is not affected in any manner materially adverse to any party. Upon such determination that any provision is invalid, illegal, or incapable of being enforced, the parties hereto shall negotiate in good faith to modify these terms so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled.