Accessing the Product and Account Security We reserve the right to withdraw or amend the Product, and any service or material we provide on the Product, in our sole discretion and without notice. While we will make reasonable efforts to remedy any unavailability of the Product, we will not be liable if, for any reason, all or any part of the Product is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Product, or the entirety of the Product, to users, including registered users. You are responsible for both:
- Making all arrangements necessary for you to have access to the Product.
Intellectual Property Rights Company is and shall be, the sole and exclusive owner of the Product, throughout the world, including all patents, copyrights, trademarks, trade secrets, improvements, and other intellectual property rights (collectively “Intellectual Property Rights”) therein. Company grants you a non-exclusive, irrevocable license during the Term to use the Product solely for the purposes set out in the related Statement of Work. You may not assign or sublicense its rights under the license without Company’s written permission, which shall not be unreasonably withheld. You may not offer use of the Product to third-parties, without Company’s written permission, which shall be in Company’s sole discretion. Any good will associated with use of Company’s trademarks shall inure to the benefit of Company. You shall take no action to challenge Company’s Intellectual Property Rights in the Product and take no action to assert or suggest that it has any Intellectual Property Rights in the Product. To the extent that you obtain Intellectual Property Rights in the Product, you irrevocably assign to Company, in each case without additional consideration, all right, title, and interest throughout the world in and to the Intellectual Property Rights. Company shall be the sole and exclusive owner of all raw data collected through the Product. Company may de-identify and add such raw data collected through the Product to a master database to be used for Company’s further research. Company may provide access to the raw data to you only after the execution of a separate written data access agreement between the parties. You are and shall be, the sole and exclusive owner of all right, title, and interest throughout the world in and to all the results and proceeds of the Services performed under this Agreement, (collectively, the “Organizational Aggregate Reports and Individual Reports”), including all Intellectual Property Rights therein. Company hereby irrevocably assigns to you, in each case without additional consideration, all right, title, and interest throughout the world in and to the Organizational Aggregate Reports and Individual Reports, including all Intellectual Property Rights therein. You grant Company a non-exclusive, irrevocable license during the Term and thereafter to use the de-identified Organizational Aggregate Reports and Individual Reports for the purpose of further research. Any assignment of copyrights under this Agreement includes all rights of paternity, integrity, disclosure, and withdrawal and any other rights that may be known as “moral rights” (collectively, “Moral Rights”). Company hereby irrevocably waives, to the extent permitted by applicable law, any and all claims Company may now or hereafter have in any jurisdiction to any Moral Rights with respect to the Organizational Aggregate Reports and Individual Reports. Each Party shall promptly take such further actions, including execution and delivery of all appropriate instruments of conveyance, as may be necessary to assist the other Customer to prosecute, register, perfect, record, or enforce its rights in any Intellectual Property Right arising out of this Agreement.
Trademarks The Company name, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on the Product are the trademarks of their respective owners.
- In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws concerning the export of data or software to and from the US or other countries).
- To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
Additionally, you agree not to:
- Use the Product in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Product, including their ability to engage in real time activities through the Product.
- Use any robot, spider, or other automatic device, process, or means to access the Product for any purpose, including monitoring or copying any of the material on the Product.
- Use any device, software, or routine that interferes with the proper working of the Product.
- Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
- Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Product, the server on which the Product is stored, or any server, computer, or database connected to the Product.
- Attack the Product via a denial-of-service attack or a distributed denial-of-service attack.
- Otherwise attempt to interfere with the proper working of the Product.
Reliance on Information Posted The information presented on or through the Product is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Product, or by anyone who may be informed of any of its contents.
Changes to the Product We may update the content on this Product from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Product may be out of date at any given time, and we are under no obligation to update such material.
Data Security Company shall implement and maintain appropriate administrative, physical, and technical safeguards to ensure the privacy and security of the Services. To this end, Company: (i) encrypts all communications with the Product survey; (ii) restricts access to the Product to only those persons required to use the system; and (iii) maintains daily back-ups to ensure ongoing protection of the Product.
Disclaimer of Warranties You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Product will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE PRODUCT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PRODUCT OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON THEM, OR ON ANY PRODUCT LINKED TO THEM. YOUR USE OF THE PRODUCT, THE CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PRODUCT IS AT YOUR OWN RISK. THE PRODUCT, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PRODUCT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE PRODUCT. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE PRODUCT, THEIR CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PRODUCT WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR PRODUCT OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE PRODUCT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PRODUCT WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability IN NO EVENT SHALL COMPANY BE LIABLE TO CUSTOMER OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, OR PROFIT OR LOSS OF DATA OR DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL COMPANY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID TO COMPANY PURSUANT TO THE APPLICABLE STATEMENT OF WORK IN THE SIX (6) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
Your Comments and Concerns The Product is operated by Klingberg, 370 Linwood Street, New Britain, CT 06052. All other feedback, comments, requests for technical support, and other communications relating to the Product should be directed to: John Engel, [email protected], 860-832-5562.