iCentral Terms of Service

Last Updated: August 13, 2024

By using the iCentral services or website, you agree to be bound by these Terms of Service ('Terms'). If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms, in which case 'you' or 'your' shall refer to such entity.

1. Services and License

1.1 Grant of License

iCentral grants you a personal, non-transferable, non-exclusive, and non-assignable license to access and use the Services via the Internet, as described in these Terms.

1.2 Service Modifications

iCentral may upgrade, enhance, modify, or discontinue the Services at any time. Any modifications will be subject to these Terms unless otherwise agreed in writing.

1.3 Term

These Terms shall commence on the date of acceptance and continue until terminated by either party as described herein.

2. User Responsibilities

2.1 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

2.2 Restrictions

You may not reverse engineer, decompile, disassemble, or modify the Services. You may not sublicense, rent, lease, or transfer the Services to a third party.

2.3 Compliance with Laws

You agree to comply with all applicable laws and regulations in your use of the Services.

2.4 Client Data Responsibility

You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all data that you enter into the Service. iCentral is not responsible or liable for any data that is inaccurate, unlawful, or otherwise in violation of any applicable laws or regulations. You agree to indemnify and hold iCentral harmless from any claims, damages, liabilities, and expenses arising out of or related to the data you enter into the Service, including any claims of fraud or infringement of third-party rights.

3. Termination

3.1 Termination by iCentral

iCentral may terminate these Terms and your access to the Services immediately if you breach any provision of these Terms or if the Services Agreement between iCentral and the Subscriber is terminated.

3.2 User Termination

You may terminate these Terms by discontinuing use of the Services and providing notice to iCentral.

3.3 Effect of Termination

Upon termination, you must cease all use of the Services and destroy all copies of the Services in your possession.

4. Intellectual Property

The Services and all intellectual property rights therein are owned by iCentral and its licensors. No ownership rights are transferred to you by these Terms.

5. Disclaimers and Warranties

The Services are provided 'as is' and 'as available' without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

6. Limitation of Liability

To the maximum extent permitted by law, iCentral shall not be liable for any indirect, incidental, special, or consequential damages arising out of or related to your use or inability to use the Services.

7. Indemnification

You agree to indemnify and hold harmless iCentral from any claims, damages, liabilities, and expenses (including attorney's fees) arising out of or related to your use of the Services or breach of these Terms.

8. Governing Law and Dispute Resolution

These Terms shall be governed by the laws of the State of Pennsylvania. Any disputes arising under these Terms shall be resolved through binding arbitration in Pennsylvania, under the rules of the American Arbitration Association.

9. U.S. Government Restricted Rights

The Services are a commercial product, developed at private expense, and provided with restricted rights. Use, reproduction, release, modification, or disclosure of the Services, or any part thereof, including technical data, by the Government is restricted in accordance with Federal Acquisition Regulation ('FAR') 12.212 for civilian agencies and Defense Federal Acquisition Regulation Supplement ('DFARS') 227.7202 for military agencies.

10. Third-Party Content

Any opinions, advice, statements, services, offers, or other information that is part of the content accessible via the Service that is expressed or made available by third parties are those of the respective authors or distributors and not of iCentral. It is your responsibility to evaluate the information, opinions, advice, or other content available through the Site, whether listed or provided by third parties or by iCentral. iCentral assumes no responsibility and makes no representations, warranties, recommendations, endorsements, or approvals with regard to third-party information.

11. Export Compliance

You may not export the Service without the prior written approval of iCentral. If the Service was purchased in the United States, you agree to comply with all applicable United States laws and regulations pertaining to export controls. If the Service was purchased outside the United States, you may not re-export the Service except as permitted by the laws of the United States and the laws of the jurisdiction in which you purchased the Service.

12. Force Majeure

iCentral shall not be liable for any failure to perform its obligations due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, or natural disasters.

13. General Provisions

13.1 Entire Agreement

These Terms constitute the entire agreement between you and iCentral regarding the Services and supersede all prior agreements.

13.2 Amendments

iCentral may amend these Terms from time to time by posting the updated Terms on its website. Your continued use of the Services constitutes acceptance of any such amendments.

13.3 Severability

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

13.4 Waiver

The failure of iCentral to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision.

14. Contact Information

For any questions about these Terms, please contact us at: