TERMS OF SERVICE
Thank you for selecting the Services offered by Provider (identified below and sometimes referred to as "we", "our", or "us"). Review these Terms of Service ("Agreement") thoroughly. This Agreement is a legal agreement between you and Provider. By accepting electronically (for example, clicking "I Agree"), subscribing, accessing or using the Services, you agree to the terms in this Agreement. If you do not agree to this Agreement, you may not use the Services. If you are agreeing to this Agreement on behalf of an entity or other third party, you represent and warranty that (i) you have full legal authority to bind such entity or third party, and (ii) you agree, on behalf of such entity or third party, to this Agreement.
A. GENERAL TERMS
1. AGREEMENT
This Agreement describes the terms governing your use of the software you have selected for purchase or use, including all content, updates, modifications and new releases of such software (collectively, the "Services"). It includes by reference: (i) Provider’s Privacy Policy; (ii) any terms provided separately to you for the Services, including product or program terms, ordering, activation, payment terms, etc.
2. YOUR RIGHTS TO USE THE SERVICES
2.1 The Services, including all text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code, and the design, structure, selection, coordination, expression, "look and feel" and arrangement of the Services, are all licensed or owned by Provider and protected by copyright, trade secret, and other intellectual property laws. You are granted only the right to use the Services and only for the purposes described by Provider. Provider reserves all other rights in the Services. This Agreement grants you no rights, title or interest in or to the intellectual property owned or licensed by Provider. Until termination of this Agreement and as long as you meet any applicable payment obligations and comply with this Agreement and any terms provided separately to you for the Services, including product or program terms, ordering, activation, payment terms, etc., Provider grants to you a limited, nonexclusive, nontransferable right to use the Services.
2.2 You agree not to use, nor permit any third party to use, the Services in a manner that violates any applicable law, regulation or this Agreement. You agree you will not (i) rent, lease, lend or otherwise provide access to or give any part of the Services to any third party; (ii) reproduce, modify, copy, republish, translate, deconstruct, reverse engineer, decompile, otherwise attempt to discover the source code of the Services, sell, trade, or resell the Services; (iii) access, acquire, copy or monitor any portion of the Services or obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Services; (iv) make the Services available on any file-sharing or application hosting service.
3. PAYMENT. You agree to pay for the Services at the prices and on the terms previously provided to you by Provider or provided to you by such other third party from whom you have purchased or agreed to purchase the right to utilize the Services.
4. USE WITH YOUR MOBILE DEVICE. If you access these Services through a mobile device, such access may require Internet access and additional software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider. PROVIDER MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO (I) THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION; (II) ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND (III) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.
5. YOUR PERSONAL INFORMATION. You agree to the terms of Provider’s Privacy Policy http://www.subscriptiongenius.com/policies/ and any changes to the Privacy Policy published by Provider. Provider may update the Privacy Policy at any time and in its sole discretion. You agree that Provider may use and maintain your data according to the Privacy Policy as part of the Services. You give Provider permission to combine information you enter or upload for the Services with that of other users of the Services and/or other Provider services. For example, this means that Provider may use your and other users’ non-identifiable, aggregated data to improve the Services or to design promotions and provide ways for you to compare business practices with other users.
6. CONTENT
6.1 You are responsible for your content. You are responsible for all materials ("Content") uploaded, posted or stored through your use of the Services. You grant Provider, its affiliates and authorized resellers a worldwide, royalty-free, non-exclusive license to host and use any Content provided through your use of the Services. Archive your Content frequently. You are responsible for any lost or unrecoverable Content. You must provide all required and appropriate warnings, information and disclosures. Provider is not responsible for the Content or data you submit through the Services.
You agree not to use, or permit any third party to use, the Services to upload, post, distribute, link to, publish, reproduce, engage in or transmit any of the following, including but not limited to: (i) illegal, fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information or communications of any kind, including without limitation conduct that would encourage "flaming" others, or criminal or civil liability under any local, state, federal or foreign law; (ii) content that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual’s privacy; (iii) except as permitted by Provider in writing, investment opportunities, solicitations, chain letters, pyramid schemes, other unsolicited commercial communication or engage in spamming or flooding; (iv) virus, trojan horse, worm or other disruptive or harmful software or data; and (v) any information, software or Content which is not legally yours and without permission from the copyright owner or intellectual property rights owner.
6.2 Community forums. The Services may include features to exchange content and information with other users of the Services and the public. Provider does not support and is not responsible for such exchanged content. Please use respect when you interact with other users. Do not reveal information that you do not want to make public. Users may post hypertext links to content of third parties for which Provider is not responsible. You agree Provider is not responsible for the accuracy or availability of any third party content, advertising, promotions, products or other materials accessible through our products and will not be liable for any damages incurred as a result of the submission or use of any such content.
6.3 Provider may freely use feedback you provide. You agree that Provider may use your feedback, suggestions, or ideas in any way, including in future modifications of the Services, other products or services, advertising or marketing materials. You grant Provider a perpetual, worldwide, fully transferable, sublicensable, non-revocable, fully paid-up, royalty free license to use the feedback you provide to Provider in any way. Any feedback, suggestions or ideas given to Provider will be treated as non-confidential. We are free to use them for any purpose, without compensation, acknowledgement or other obligation of any kind to you.
6.4 Provider may monitor your Content. Provider may, but has no obligation to, monitor Content on the Services. We may disclose any information necessary to satisfy our legal obligations, protect us or our customers, or operate the Services properly. Provider, in its sole discretion, may refuse to post, remove, or refuse to remove, any Content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of this Agreement.
7. ADDITIONAL TERMS
7.1 Provider does not give professional advice. Unless specifically included with the Services, Provider is not in the business of providing legal, financial, accounting, tax, health care, real estate or other professional services or advice. Consult the services of a competent professional when you need this type of assistance.
7.2 We may tell you about other Provider services. You may be offered other services, products, or promotions by Provider ("Provider Services"). Additional terms and conditions and fees may apply. With the Services or other Provider products, you may upload or enter data from your account(s) such as names, addresses and phone numbers, purchases, etc., to the Internet. You grant Provider permission to use information about your business and experience to help us to provide the Services or other Provider products to you and to enhance the Services. You grant Provider permission to combine your business data, if any, with that of others in a way that does not identify you or any individual personally. You also grant Provider permission to share or publish summary results relating to research data and to distribute or license such data to third parties.
7.3 Communications. Provider may be required by law to send you communications about the Services or third party products. You agree that Provider may send these communications to you via email or by posting them on our websites.
7.4 You will manage your passwords. You are entirely responsible for maintaining the confidentiality of the information you hold for your account, including your identification name and password, and for any and all activity that occurs under your account as a result of your failing to keep this information secure and confidential. You agree to notify Provider immediately of an authorized use of your account or password, or any other breach of security. You may be held liable for losses incurred by Provider or any other user of the Services due to someone else accessing your account as a result of your failing to keep your account information secure and confidential.
7.5 Support. Provider may provide technical support with respect to the Services ("Support Services"), in accordance with the policies set forth, or accessible from, its website; provided, however, that if you purchased or agreed to purchase the right to utilize the Services from a third party other than Provider, then such third party, and not Provider, may be responsible for providing Support Services to you.
8. DISCLAIMER OF WARRANTIES
8.1 YOUR USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROVIDER, ITS AFFILIATES, AND ITS THIRD PARTY PROVIDERS, LICENSORS, RESELLERS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, "SUPPLIERS") DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, NON-INTERFERENCE WITH OR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS, OR THE ACCURACY, RELIABILITY, QUALITY OR CONTENT IN OR LINKED TO THE SERVICES. PROVIDER AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES ARE SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION OR AGAINST DATA LOSS. IF THE EXCLUSIONS FOR IMPLIED WARRANTIES DO NOT APPLY TO YOU, ANY IMPLIED WARRANTIES ARE LIMITED TO 60 DAYS FROM THE DATE OF PURCHASE OF THE SERVICES.
8.2 PROVIDER, ITS AFFILIATES AND SUPPLIERS DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS.
9. LIMITATION OF LIABILITY AND INDEMNITY.
9.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF PROVIDER, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, PROVIDER, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, REVENUE, PROFITS OR INVESTMENT, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET PROVIDER SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF PROVIDER AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF PROVIDER, ITS AFFILIATES AND SUPPLIERS AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES AND ITS USE.
9.2 You agree to indemnify and hold Provider and its Affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable attorneys’ fees and costs, arising out of your use of the Services or breach of this Agreement (collectively referred to as "Claims"). Provider reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any Claims. You agree to reasonably cooperate as requested by Provider in the defense of any Claims.
10. CHANGES.
10.1 We reserve the right to change, modify, add or remove portions of this Agreement, at any time and in our sole discretion. It is your responsibility to check this Agreement periodically for changes. Your continued use of the Services after the posting of such changes means you agree and accept the changes.
10.2 We may change, modify, update or install enhancements to the Services at any time, without notice to you and in our sole discretion. We may also change the prices applicable to the Services at any time, without notice to you and in our sole discretion.
11. TERMINATION. This Agreement, and your right to access the Services, will automatically terminate (i) without any right to cure, if you fail to comply with any of the terms and conditions set forth in this Agreement or any terms provided separately to you for the Services, (ii) upon failure by you to timely pay for the Services in accordance with the applicable payment terms and conditions, (iii) upon expiration of your subscription to the Services without renewal, (iv) upon delivery to Provider of a notice of termination of the Services by you, (v) upon receipt of threats from you, (vi) or excessive display of unprofessional communication to Provider employees. Any termination of this Agreement shall not affect Provider’s rights to any payments due to it. Provider may terminate a free account at any time. Sections 2.2, 3 through 13 will survive and remain in effect even if the Agreement is terminated.
12. GOVERNING LAW AND DISPUTES. You agree that all matters relating to your access to or use of the Services, including all disputes, will be governed by the laws of the United States and the State of Nebraska without regard to its conflict of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Omaha, Nebraska, and waive any objection to such jurisdiction or venue. In the event of any controversy or dispute between you and Provider arising out of or in connection with this Agreement or your use of the Services, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to nonbinding mediation. If the dispute cannot be resolved through nonbinding mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law. BY ENTERING INTO THIS AGREEMENT, YOU AGREE TO WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION OR LITIGATE ON A CLASS-WIDE BASIS. YOU AGREE THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED THESE RIGHTS.
13. GENERAL. This Agreement is the entire agreement between you and Provider and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. If any court of law having jurisdiction rules that any part of this Agreement is invalid, that part will be removed without affecting the validity or enforceability of the remainder of the Agreement. You cannot assign or transfer this Agreement, or your rights hereunder, to anyone without written approval of Provider. Provider may assign or transfer this Agreement without your consent. Any assignment in violation of this section shall be void. You may not export or re-export the Services or any part thereof in violation of any applicable laws or regulations, including without limitation, United States export laws and regulations. Provider’s failure to insist on or enforce strict performance of this Agreement shall not be construed as a waiver by Provider of any provision or any right it has under this Agreement, nor shall any course of conduct between you and Provider or any other party be deemed to modify any provision of this Agreement. As used herein, "Provider" means Pape Ventures, Inc., a Nebraska corporation.
Last Updated: August 19, 2014
