These Terms and Conditions ("Agreement") is a binding agreement between you, on your behalf and on behalf of the entity you are representing, if any ("End User" or "you "), and Digital Trusted Identity Service, Inc ("Company"). This Agreement governs your use of the DTIS Channeling capabilities (including all related documentation, the "Application"). The Application is licensed, not sold, to you.
By clicking the "agree" button, downloading, installing or otherwise using the Application, you (a) acknowledge that you have read and understood this Agreement; (b) represent that you are 16 years of age or older and of legal age to enter into a binding agreement (if you are not of legal age to enter into a binding agreement, you have obtained your parent's or guardian's acceptance to this Agreement on your behalf); and (c) accept this Agreement and agree that you are legally bound by its terms. If you do not agree to these terms, do not download, install or otherwise use the Application and delete it from your device.
You understand that the proper operations of the Application depends on your entry of truthful and accurate information where applicable. You agree, represent, and warrant that all information you enter into the Application is truthful and accurate. Moreover, you understand that your version of the Application, or a part thereof may be configured by a third party, such as an operator of a business or other organization ('third party configurer'), which you may intend to visit, wherein such configuration may provide or deny you access to a location, business or organization. You understand that company is not responsible in any way for the decision of the third party configurer to permit or deny you such access and company is not responsible in any way for such configuration, including the operation of the Application based on such configuration. To the maximum extent permitted by law, you assume all risks related to the use of the operation of the Application based on the configuration of such third party.
If you are a personnel of such third party configurer, you agree on behalf of such third party configurer that company is not responsible in any way for the truthfulness or accuracy of the information entered by you or other end users, and that company is not responsible in any way for the configuration you or such third party configurer use to configure a version of the Application or a part thereof. To the maximum extent permitted by law, you agree on behalf of such third party configurer that the third-party configurer shall be solely responsible for the configuration and all decisions to provide or deny access to any end users.
1. License Grant. Subject to the terms of this Agreement, Company grants you a limited, non-exclusive, and non-transferable license to download, install, and use the Application for your personal, non-commercial use on a single device owned or otherwise controlled by you ("Device") strictly in accordance with the Application's documentation.
2. License Restrictions. You shall not:
1. copy the Application, except as expressly permitted by this license;
2. modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application;
3. reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Application or any part thereof;
4. remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Application, including any copy thereof;
5. rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time; or
6. remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Application; or
7. use the Application in, or in association with, the design, construction, maintenance, or operation of any hazardous environments or systems, including any power generation systems; aircraft navigation or communication systems, air traffic control systems, or any other transport management systems; safety-critical applications, including medical or life-support systems, vehicle operation applications or any police, fire, or other safety response systems; and military or aerospace applications, weapons systems, or environments.
3. Reservation of Rights. You acknowledge and agree that the Application is provided under license and not sold to you. You do not acquire any ownership interest in the Application under this Agreement or any other rights thereto other than to use the Application in accordance with the license granted and subject to all terms, conditions, and restrictions under this Agreement. Company and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Application, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.
6. Updates. Company may, from time to time in its sole discretion, develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, " Updates"). Updates may also modify or delete in their entirety certain features and functionality. You agree that the Company has no obligation to provide any Updates or continue to provide or enable any particular features or functionality. Based on your Device settings, when your Device is connected to the internet either, in Company's sole discretion:
1. the Application may automatically download and install all available Updates; or
2. you may receive notice of or be prompted to download and install available Updates.
You shall promptly download and install all Updates and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.
7. Third-Party Materials. The Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising ("Third-Party Materials"). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.
8. Term and Termination.
1. The term of Agreement commences when you download or install the Application or otherwise acknowledge your acceptance (whichever occurs first) and will continue in effect until terminated by you or Company as set forth in this Section 9.
2. You may terminate this Agreement by deleting the Application and all copies thereof from your Device.
3. Company may terminate this Agreement at any time without notice. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement.
4. Upon termination:
1. all rights granted to you under this Agreement will also terminate; and
2. you must cease all use of the Application and delete all copies of the Application from your Device and account.
5. Termination will not limit any of Company's rights or remedies at law or in equity.
9. Disclaimer of Warranties. The Application is provided to end user "as is" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, company, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory, or otherwise, with respect to the Application, including all implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage, or trade practice. Without limitation to the foregoing, company provides no warranty or undertaking, and makes no representation of any kind that the Application will meet your requirements, achieve any intended results, be compatible, or work with any other software, applications, systems, or services, operate without interruption, meet any performance or reliability standards, or be error-free, or that any errors or defects can or will be corrected.
Some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you.
10. Limitation of Liability. To the fullest extent permitted by applicable law, in no event will company or its affiliates, or any of its or their respective licensors or service providers, have any liability arising from or related to your use of or inability to use the Application or the content and services for:
1. Personal injury, property damage, lost profits, cost of substitute goods or services, loss of data, loss of goodwill, business interruption, computer failure or malfunction, or any other consequential, incidental, indirect, exemplary, special, or punitive damages.
2. Direct damages in amounts that in the aggregate exceed the amount actually paid by you for the Application.
The foregoing limitations will apply whether such damages arise out of breach of contract, tort (including negligence), or otherwise and regardless of whether such damages were foreseeable or company was advised of the possibility of such damages. Some jurisdictions do not allow certain limitations of liability so some or all of the above limitations of liability may not apply to you.
11. Indemnification. You agree to indemnify, defend, and hold harmless Company and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees, arising from or relating to your use or misuse of the Application or your breach of this Agreement, including but not limited to the content you submit or make available through this Application.
12. Export and Import Regulation. The Application may be subject to US export control laws, including the Export Control Reform Act and its associated regulations or import regulations in the country in which you reside. You shall not, directly or indirectly, export, re-export, or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export, import, or release is prohibited by law, rule, or regulation. You shall comply with all applicable national and federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export or import license or other governmental approval), prior to exporting, re-exporting, importing, releasing, or otherwise using or making the Application available outside the US or in the country in which you reside.
13. US Government Rights. The Application is commercial computer software, as such term is defined in 48 C.F.R. '2.101. Accordingly, if you are an agency of the US Government or any contractor therefor, you receive only those rights with respect to the Application as are granted to all other end users under license, in accordance with (a) 48 C.F.R. '227.7201 through 48 C.F.R. '227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. '12.212, with respect to all other US Government licensees and their contractors.
14. Severability. If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
15. Governing Law. In the US this Agreement is governed by and construed in accordance with the internal laws of the State of Virginia without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this Agreement or the Application shall be instituted exclusively in the federal courts of the United States or the courts of the State of Virginia in each case located in Fairfax, Virginia.
16. Limitation of Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE APPLICATION MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
18. Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.