TERMS OF SERVICE
(Effective Date: February 28, 2020)
EACH TIME YOU USE OR ACCESS A WEBSITE, YOU AGREE TO BE BOUND BY THESE TOS AND REPRESENT THAT YOU HAVE READ AND UNDERSTOOD THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN AND AGREE TO BE LEGALLY BOUND BY THEM. IF YOU DO NOT UNDERSTAND OR AGREE TO BE BOUND BY (OR CANNOT COMPLY WITH) THESE TOS, DO NOT USE OR ACCESS THE WEBSITES. YOUR CONTINUED ACCESS OF A WEBSITE SHALL BE DEEMED TO CONSTITUTE YOUR AGREEMENT TO BE LEGALLY BOUND BY THESE TOS, AS THEY MAY BE AMENDED FROM TIME TO TIME. ANY REFERENCES HEREIN TO “YOU” AND “YOUR” REFER TO BOTH YOU AND SUCH PERSON AND ENTITY ON WHOSE BEHALF YOU ACT, IF ANY.
In some instances, separate terms of service, end-user licenses, agreements, rules, policies or guidelines will set forth additional terms and conditions that may apply to products, materials, information or services offered by the Company (“Additional Terms”). To the extent there is a conflict between the TOS and any Additional Terms, the Additional Terms takes precedence unless the Company determines otherwise, in its sole and absolute discretion.
(b) Limitations. The license granted to you is subject to the following limitations. You shall not or permit any other person to:
(i) in whole or in part modify or create any derivative work of the Company Materials (defined below);
(ii) modify or remove any copyright, patent, confidentiality, and other notices, labels or legends in any Company Materials;
(iii) sell, grant a security interest in or transfer reproductions of any Company Materials to other parties in any way not expressly authorized herein;
(iv) assign, rent, lease or license any Company Materials to others; and
(v) exploit the Company Materials, or any of its parts for any commercial purpose.
Your failure to comply with the restrictions and limitations listed above and elsewhere in these TOS shall result in termination of the license granted hereunder with immediate effect and may subject you to civil and/or criminal liability.
- IP OWNERSHIP
(a) Websites. The Company and/or its licensors retain exclusive right, title and interest (including all intellectual property rights) in and to all materials that are part of each Website (including past, present and future versions), including, without limitation: graphics; layout; text; images; audio and/or video; designs; advertising copy; logos; domain names; trade names and marks; and service marks; any and all copyrightable material; the “look and feel” of the Websites; the compilation, assembly and arrangement of the materials of the Websites; Online Communication Channels (defined below), Private Areas (defined below) and all other materials or content made available on the Websites (collectively, the “Company Materials”) and such Company Materials are protected from unauthorized use, copying and dissemination by copyright, trademark, patent, publicity and other laws, rules, regulations and international treaties.
(b) Trademark Notice. All words and logos in a Website marked by the ™ or ® symbols are trademarks and service marks of the Company and/or its licensor(s). All rights are reserved. All other trademarks and service marks appearing in a Website are the property of their respective owners. All rights are reserved. Use of any of our trademarks, service marks or names as “metatags” for any purpose other than as expressly authorized in these TOS is strictly prohibited.
(c) No Additional Rights. Only those licenses expressly set forth in these TOS are granted. No other licenses are granted under these TOS, whether by implication, estoppel, course of conduct, or otherwise. Nothing in these TOS is intended to transfer any of the right, title and interest (including all intellectual property rights) from the Company and/or its licensors to you or any third party. If you are ever inadvertently or erroneous held or deemed to be the owner of any such rights, you agree to assign and hereby irrevocably assign to the Company or its licensors, as the case may be, all such rights as of the effective date of these TOS, and agree to execute all documents to implement and confirm the letter and intent of the foregoing.
- ACCOUNTS, PASSWORDS AND SECURITY
If any of the services provided on a Website requires you to open an account, you must complete the registration process by providing and maintaining current, accurate and complete information as requested on the applicable registration form and maintaining the strict confidentiality of your password. If the Company has provided you with login information to enable you to access restricted URLs on a Website, be advised that such login information, as well as any content located at or linked from that URL, is confidential and proprietary to the Company, and you are not authorized to share any information you view, download, or otherwise use at that URL. If you are using a Website on behalf of your employer, you represent that you are authorized to accept these TOS on your employer’s behalf. You are the only person authorized to use your login information, and you are solely responsible for maintaining the confidentiality of your password(s). You acknowledge and agree that certain services may provide password-restricted access to customer information such as names and certain products. By using the Websites and registering for such services, you consent to the Company’s display of such information via the services and accept all risks of unauthorized access to such information. You are also fully responsible for all activities that occur through the use of your account and password. You agree to notify the Company immediately of any unauthorized use of your account or password or any other breach of security and ensure that you exit from your account at the end of each session. The Company is not responsible or liable for any loss or damage that may occur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by the Company or any other party due to someone else using your account or password. You may not use anyone else’s account at any time. The Company reserves the right to terminate your access to the Websites should the Company in its sole discretion consider your use of the Websites to be inappropriate in any way. Upon termination of your access to the Websites, you must destroy all materials obtained from any Website which permit identification of any individual.
- ONLINE COMMUNICATION CHANNELS
In addition to the TOS, this subsection shall apply specifically to your use of ONE Tech Online Communications Channels (including but not limited to ONE Tech Communities, ONE Tech Blogs and the User Community) (collectively, the “Online Communication Channels”). The Online Communications Channels are collaborative areas hosted by the Company to facilitate the dissemination and exchange of technical information pertaining to the Company’s products and services. You understand that all content posted to the Online Communications Channels is the sole responsibility of the individual who originally posted the content. You understand, also, that all opinions expressed in the Online Communications Channels do not necessarily reflect the opinions of the Company. While the Company has no obligation to monitor the Online Communications Channels, the Company shall have the right to remove any of your content and/or to terminate your access to and use of the Online Communications Channels should the Company in its sole discretion consider your statements or conduct to be inaccurate, obscene, defamatory, threatening, infringing of intellectual property rights, invasive of privacy, injurious, objectionable, or otherwise in violation of these TOS or applicable law. You will not post any encryption source code or corresponding object code within any Online Communication Channel or elsewhere on a Website, unless such source code and object code has been classified by the United States Bureau of Industry and Security, is not the subject of “EI” controls, and it is otherwise lawful to post. You will not post any code, technology or other item that is subject to the United States International Traffic in Arms Regulations. By using the Online Communication Channels, you certify that you are not from a country that is subject to a United States embargo and you will not use or post any information on a Website for the proliferation of biological, chemical, nuclear or other weapons of mass destruction. No software, source code, technology, or encryption information or instructions may be provided via any “non-public” (i.e. password protected) Online Communication Channel.
(a) Accessing the Online Communications Channels. You agree that the Company will not be liable, under any circumstances and in any way, for any errors, omissions, loss or damage of any kind incurred as a result of your use of the Online Communications Channels or your use of any content posted thereon. You agree that you must evaluate and bear all risks associated with the use of any content, including any reliance on the accuracy, completeness or usefulness of such content. You agree not to harvest or otherwise collect information about others, including email addresses, or to use the Online Communications Channels or information obtained from the Online Communications Channels to send other users unsolicited email of any kind. The Online Communications Channels are provided for informational purposes only, and no content included therein is intended for trading or investing purposes. The Company shall not be responsible or liable for the accuracy or availability of any information appearing or available on the Online Communications Channels, or for any trading or investment decisions made based on such information.
(d) Prohibited Content. UNLESS OTHERWISE EXPRESSLY INDICATED, YOU MAY NOT SUBMIT, AND THE COMPANY WILL NOT ACCEPT, ATTACHMENTS WITH YOUR POSTINGS. YOUR POSTINGS MAY NOT INCLUDE CONTENT THAT THE COMPANY IN ITS SOLE DISCRETION DEEMS TO BE AN ADVERTISEMENT OR SOLICITATION FOR EMPLOYMENT. YOU AGREE THAT YOU WILL NOT KNOWINGLY AND WITH INTENT TO DEFRAUD PROVIDE MATERIAL AND MISLEADING FALSE INFORMATION, INCLUDING DISGUISING THE ORIGIN OF YOUR CONTENT OR MISREPRESENTING YOUR AFFILIATION OR IDENTITY. YOU MAY NOT USE THE COMPANY’S NAME TO ENDORSE OR PROMOTE ANY PRODUCT, OPINION, CAUSE OR POLITICAL CANDIDATE. REPRESENTATION OF YOUR PERSONAL OPINIONS AS INSTITUTIONALLY ENDORSED BY THE COMPANY, OR BY THE COMPANY’S SPONSORS, PARTNERS, OR ANY RELATED ORGANIZATIONS, IS STRICTLY PROHIBITED. YOU AGREE NOT TO POST OR OTHERWISE TRANSMIT SOFTWARE VIRUSES OR ANY OTHER COMPUTER CODE, FILES, OR PROGRAMS DESIGNED TO INTERRUPT, DESTROY OR LIMIT THE FUNCTIONALITY OF ANY COMPUTER SOFTWARE OR HARDWARE OR TELECOMMUNICATIONS EQUIPMENT. YOU REPRESENT AND WARRANT THAT THE CONTENT YOU SUPPLY DOES NOT VIOLATE THESE TOS.
(e) Private Web Areas. In addition to the TOS detailed herein, this subsection shall apply specifically to your use of private web areas provided by the Company, including, without limitation, the Microsoft SharePoint sites and closed groups within an authorized online community (“Private Area”) unless otherwise agreed in writing by the Company. It is understood that your access to a Private Area will be limited in duration consistent with the purposes for which the Private Area was established. You understand and agree that the Company may make unavailable and/or take down the Private Area entirely or in part at any time and for any reason in its sole discretion. The Company reserves the right to terminate your access to the Private Area and to all materials appearing thereon for any reason in its sole discretion, including, but not limited to, your failure to observe these TOS, or for infringing or otherwise violating the rights of others.
You may not exchange or transmit on or to the Private Area any personally identifiable information of third parties, nonpublic personal information, or any other sensitive or proprietary third-party information that is protected under the laws or regulations of the particular jurisdiction applicable to the subject individual. No software or code may be provided via the Private Area, and you shall not submit or otherwise exchange encrypted data or other information, or encryption instructions. You shall not submit or otherwise exchange any items that are controlled by the United States export laws (including, but not limited to the Export Administration Regulations and International Traffic in Arms Regulations or the export or import laws of any other applicable country without proper clearance and notification to the other party, including any instructions on how to perform encryption functions or any other controlled technical data.
The Company does not promise that your access to the Private Area will be uninterrupted. You agree to maintain appropriate backup copies of all information you submit to the Private Area. You agree that you will not transmit to the Private Area any viruses or other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or any telecommunications equipment. You understand that the Company may create and administer the Private Area using third-party software and that such software may have technical, licensing and other limitations over which the Company has no control. You agree to cooperate with the Company in all material respects should the Company be required by its licensors to perform, or not perform, certain activities. You agree to notify the Company as soon as you become aware of or suspect any breach of security concerning the Private Area or breach of any of the terms governing use of the Private Area.
(a) Terms of Service. The Company may, from time to time, modify, amend, or supplement these TOS and post those changes on the TOS page. Such modifications or supplements shall be effective immediately upon posting on the Websites. You are responsible for periodically checking the Websites for changes to the TOS. You can determine when the TOS were last revised by referring to the “Effective Date” legend at the top of these TOS. If you do not agree to be bound by (or cannot comply with) the TOS as modified or supplemented, you agree that your sole remedy is to cease using the Websites. Your continued use of any Website constitutes your agreement to be bound by the modified TOS.
(b) Changes. The Company reserves the exclusive right and may, at any time and without notice and liability to you, modify, supplement, suspend or discontinue (collectively, “Changes”) the Websites, whether temporarily or permanently, in whole or in part for valid commercial reasons and/or as required by applicable law. Any such Change shall be effective immediately upon notice by posting on the Websites or these TOS, or by any other method of notice the Company deems appropriate. Any access or use of any Website after such notice of Change, constitutes acceptance by you of such Change. Temporary interruptions in the availability of the Websites may occur from time to time as normal events. You agree that neither the Company nor any of its affiliates, licensors, agents, or employees is liable to you or any third party for any revision, supplement, suspension, or discontinuation of the Websites, and termination of any license. The Websites may include technical inaccuracies, typographical errors or may enable you to access or download harmful or malicious code introduced onto the Internet by third parties. The Websites are made available internationally and may contain references to products, programs and services of the Company /or its licensors that are not available in your location. Such references do not imply that the Company or its licensors intend to make available such products, programs or services in your location.
- DISCLAIMER OF WARRANTIES
YOU EXPRESSLY AGREE THAT THE USE OF THE WEBSITES AND THE INTERNET IS AT YOUR SOLE RISK. THE WEBSITES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTIBILITY, SATISFACTORY QUALITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY PROVIDES THE WEBSITES ON A COMMERCIALLY REASONABLE BASIS AND DOES NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE WEBSITES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT THE COMPANY WILL HAVE ADEQUATE CAPACITY FOR THE WEBSITES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA. YOUR ACCESS AND USE OF THE WEBSITES IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR MOBILE DEVICE, OR ANY OTHER DAMAGES THAT RESULTS FROM SUCH ACCESS OR USE.
- LIMITATIONS OF LIABILITIES
YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH THE COMPANY OR ITS LICENSORS IS TO STOP ACCESSING USING THE WEBSITES. YOU ACKNOWLEDGE AND AGREE THAT IN NO EVENT WILL THE COMPANY, ITS LICENSORS OR ITS AFFILIATES BE LIABLE FOR ANY ACT OR FAILURE TO ACT BY THEM OR ANY OTHER PERSON REGARDING CONDUCT, COMMUNICATION OR CONTENT ON THE WEBSITES OR THE ACCESS OR USE THEREOF. MOREOVER, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT IN NO CASE SHALL THE COMPANY’S OR ITS LICENSORS’, AFFILIATES’, EMPLOYEES’, OFFICERS’, OR DIRECTORS’ (COLLECTIVELY, “COMPANY AFFILIATES”) LIABILITY TO YOU IN RESPECT TO ANY ACT OR FAILURE TO ACT IN RELATION TO THE WEBSITES EXCEED US$100. FURTHERMORE, IN NO CASE SHALL THE COMPANY, ITS LICENSORS OR AFFILIATES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM PERSONAL INJURY, DAMAGE TO PROPERTY, LOSS OF PROFITS, DATA, USE, GOODWILL, BUSINESS INTERRUPTION, OR OTHER COMPARABLE LOSS) ARISING FROM YOUR USE OF THE WEBSITES, THE INTERNET OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF OR USERSHIP, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT THE COMPANY OR ANY COMPANY AFFILIATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, THE COMPANY’S AND COMPANY AFFILIATES’ LIABILITY SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY LAW.
For the convenience of our user, the Websites may provide certain links to services and websites provided by third parties. The Company is not responsible for the content of any other services or website linked to or from a Website. If you follow any such links, you leave a Website and you do so entirely at your own risk. The Company provides links from a Website solely as a convenience to you and in no way should this be interpreted as a referral or endorsement of any content, sponsor or owner of any other services or websites. THE COMPANY DISCLAIMS ALL WARRANTIES, CONDITIONS OR OTHER TERMS EXPRESS OR IMPLIED AS TO ANY SUCH LINKED SERVICES OR WEBSITES, INCLUDING, WITHOUT LIMITATION, AS TO ACCURACY, OWNERSHIP, VALIDITY OR LEGALITY OF ANY CONTENT OF A LINKED SERVICE OR WEBSITE.
- GOVERNING LAW
- INJUNCTIVE RELIEF
You acknowledge that the rights granted and obligations made hereunder to the Company are of a unique and irreplaceable nature, the loss of which shall irreparably harm the Company and which cannot be replaced by monetary damages alone so that the Company shall be entitled to injunctive or other equitably relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by you. You irrevocably waive all rights to seek injunctive or other equitable relief and agree to limit your claims to claims for money damages (if any).
- VOID WHERE PROHIBITED
The information provided on the Websites are not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject the Company to any registration requirement within such jurisdiction or country. The Company makes no representation or warranty that any material on the Websites is lawful in every jurisdiction from which such content can be accessed or is available for use in all jurisdictions. If you access or use a Website from a jurisdiction outside the State of Texas, you are responsible for compliance with all applicable local laws.
In the event the Company decides, in its sole and absolute discretion, to give notice to a user regarding the termination of the licenses granted herein, revisions to payment policies, or any Changes, it may do so via email, telephone call, posting in a Website or these TOS, or such other method of notice the Company deems appropriate. Where Company decides to give such notice, any access or use of the Websites after delivery of such notice constitutes acceptance by you of the noticed action.
- COMPLAINTS, NOTICE AND CONTACT INFORMATION
The Company takes claims of infringement of intellectual property rights, defamation and violation of rights of privacy or publicity very seriously. If you believe that any of the material that is or was on a Website infringes or has infringed any rights, including copyrights or trademarks, owned by you, or by an owner for which you are authorized to act, please contact us at www.onetech.ai. If you have any questions, complaints, or comments regarding these TOS, or have other questions or suggestions about our Websites, please contact us via e-mail at www.onetech.ai.
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