General Conditions of Mrscraper, INC Services Agreement
These General conditions (hereinafter – “GC”) together with any current or future statement of work for one or several of our Services (hereinafter – “SoW”) constitute SCRAPEGPT (MrScraper), INC Services Agreement (hereinafter – the “Agreement”).
This Agreement is by and between SCRAPEGPT (MrScraper), registered at 1115 E DOVER ST GLENDORA, CA 91740 (hereinafter – “MrScraper”, “our”, “we” or “us”) and the organization / natural person agreeing to GC by signing SoW for our Services, making a payment for Services or starting to use the Services in any way and whose requisites / personal details are indicated in the SoW, invoices or otherwise provided to us before starting to use the Services (hereinafter – “Customer”, “you” or “your”). This Agreement governs access to and use of the Services.
Mrscraper provides services related to:
- provision and maintenance of residential proxies;
- provision and maintenance of automated data gathering tools for search engines and e-commerce websites.
Both parties agree that MrScraper will provide one or a few of the listed Services as the parties may agree pursuant to future or current SoWs.
You agree to this Agreement by signing SoW, paying for MrScraper Services or starting to use the Services in any way. If you are agreeing to this Agreement on behalf of an organization, you must have the authority to bind that organization to the Agreement.
Without our written consent you may not access the Services for purposes of monitoring their availability, performance or functionality or for any other competitive purposes.
MrScraper may amend these GC from time to time. If MrScraper materially changes this Agreement, it shall post an amended version on the website and send a relevant notice to the Customer. Such an amendment will become effective 14 days after such notice. The Customer’s continued use of the Services after such a 14-day notice period will confirm the Customer’s consent to such amendment.
For clarification reasons it is indicated herein that GC are valid and applicable to all current and future SoWs concluded between MrScraper and the Customer, as well as to the Customer’s use of the Services in general and are provided for the Customer to review before signing SoW (either via hyperlink or physically as required by the Customer) or before starting to use the Services.
The Agreement becomes effective between MrScraper and you as of the date indicated in the SoW, the date you pay for the Services or the date you start to use the Services in any way.
1. Documents and subject matter of the Agreement
1.1. If parties have not agreed otherwise in writing, then the Agreement for MrScraper Services shall consist of these documents:
1.1.1. GC of this Agreement - part of the Agreement that exclusively applies to all agreements, SoWs, addendums executed between MrScraper and the Customer, as well as to the Customer’s use of the Services in general. GC establishes general rights and obligations of the parties when using the Services, general payment terms, liability and other general clauses. GC are not separately signed but are considered accepted by the Customer signing the SoW for Services, making a payment for Services or starting to use the Services in any way. GC are provided in the website and always disclosed to the Customer to familiarize with. If requested by the Customer, GC can be sent electronically to him prior to signing SoW.
1.1.2. SoW of this Agreement - part of the Agreement which establishes provisions that govern and are applied to the relationship between the Customer and MrScraper regarding the provision and use of particular Services. These provisions inter alia include information about the parties to the Agreement, the to be provided Services, price, pricing conditions, etc. By signing a SoW, making a payment for the Services or starting to use the Services in any way, the Customer also agrees to be bound by the terms of GC as it were an original party hereto;
1.1.3. Acceptable Use Policy - outlines the Customer’s responsibilities when using the Services.
1.1.4. Documentation of the provided Services (describes the means by which the Services may be accessed by the Customer)
1.2. In cases of MrScraper providing one of SAPI Services to the Customer, the Agreement shall also include the following documents:
1.2.1. Data Processing Agreement (hereinafter – “DPA”) (applicable only in cases when Customer uses automated data gathering Services listed in clause 1.5.6 and processes personal data). If applicable, DPA forms an inseparable part of the Agreement, establishing provisions that govern and are applied to the data processing relationship of the Customer and MrScraper when the Customer uses automated data gathering Services to process personal data (as such is defined in the EU General Data Protection Regulation). These provisions inter alia describe the Customer’s data processing instructions, and rights and obligations of the parties related to processing of personal data. DPA is not separately signed but is considered accepted as an inseparable part of the GCs by the Customer signing the SoW for Services, making a payment for Services or starting to use the Services to process personal data.
1.3. Over the course of time, multiple SoWs can be agreed and signed, for example to deal with changes or complementary orders.
1.4. If any contradictions would occur between GC and SoWs, the conditions established in SoW would take precedence or the conditions of the document that was signed, agreed or amended later.
1.5. The subject matter of this Agreement is one (or a few) of the following Services as set forth in each SoW (collectively in this Agreement – “MrScraper Services” or “Services”):
1.5.1. Residential proxy. Residential proxy services. Provision of access to MrScraper Residential proxy pool and the maintenance of the said proxies for the agreed term in accordance with the specifications set out in the SoW.
The geographic location of any proxies provided under the Agreement shall be determined by using GeoLite2 Data created by MaxMind, available from https://www.maxmind.com
1.5.2. Automated data gathering tool. Provision of access to Web Scraper API - software for automatic data gathering for search engines and e-commerce websites, for the agreed term in accordance with specifications set out in the SoW.
1.5.3. If explicitly stated in the relevant SoW, MrScraper may provide automatic data gathering services by directly providing the requested gathered data (hereinafter – “Data gathering services”).
2. Provision of Services
2.1. The Services shall be deemed accepted within seven (7) days of delivery of the access credentials of the agreed MrScraper Services with the condition that the Customer has first not provided MrScraper with written notice of rejection. The Customer may reject the delivered Services only if it materially deviates from its specifications or requirements established in the applicable SoW and only via written notice setting forth the nature of such deviation. In the event of such rejection, MrScraper shall correct the deviation and redeliver the Services within seven (7) days.
2.2. MrScraper may employ subcontractors in the provision of the Services. MrScraper shall remain responsible and liable for subcontractors that MrScraper is affiliated with or has direct control over, acts, and omissions related to this Agreement.
2.3. Unless otherwise stated in the SoW, MrScraper will provide the Customer with an amount of Services (specified in the SoW) each calendar month. Such amount shall remain valid for 1 (one) calendar month (or other term if established in the SoW) and will not be transferred to the following month should the Customer fail to use the amount within this term.