Soft-Aid (sm): Legal / Terms of Use

TERMS OF USE

THESE TERMS OF USE (THE "TERMS OF USE") GOVERN YOUR ACCESS TO AND USE OF SOFT-AID'S VARIOUS WEB SITES AND E-NEWSLETTER COMMUNICATIONS. THOSE WEB SITES ARE AVAILABLE FOR YOUR USE ONLY ON THE CONDITION THAT YOU AGREE TO THE TERMS OF USE SET FORTH BELOW.

IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING TERMS OF USE, DO NOT ACCESS OR USE SOFT-AIDS VARIOUS WEB SITES. BY ACCESSING OR USING OUR WEB SITES, YOU AND THE ENTITY YOU ARE AUTHORIZED TO REPRESENT ("YOU" OR "YOUR") SIGNIFY YOUR AGREEMENT TO BE BOUND BY THE TERMS OF USE.

Restrictions on Use of the Web Site

In addition to other restrictions set forth in these Terms of Use, you agree that:

You shall not disguise the origin of information transmitted through any of Soft-Aid's Web Sites.
You will not place/post false or misleading information on any of Soft-Aid's Web Sites.
You will not use or access any service, information, application or software available via the Web Sites in a manner not expressly permitted by Soft-Aid.
You will not input or upload to any of Soft-Aid's Web Sites any information which contains viruses, Trojan horses, worms, time bombs or other computer programming routines that are intended to damage, interfere with, intercept or expropriate any system, the Web Sites or Information or that infringes the Intellectual Property (defined below) rights of another.
If any password(s) have been individually assigned to you, you agree to keep them secure (in a manner similar to how you handle other secure passwords) and not share them with other individuals, either in or outside your company. Likewise, you will promptly notify Soft-Aid if your password(s) to any of Soft-Aid's web sites have been compromised or you either are no longer a member (i.e. employee) or formally affiliated with the organization or entity to which your access was granted.
Certain areas of Soft-Aid's various Web Sites are restricted to select customers or partners of Soft-Aid. You agree to promptly notify Soft-Aid if You have access to areas that are not germane to your work or business.
You may not use or access any of Soft-Aid's Web Sites or the Soft-Aid Systems or Services in any way that, in Soft-Aid's judgment, adversely affects the performance or function of the Soft-Aid Systems, Services or the Web Site, leads you to access information to which you are not entitled, or interferes with the ability of other authorized parties to access Soft-Aid Systems, Services or Web Sites.
You will treat confidentially that information which is shared with you that is of a confidential or proprietary nature and otherwise not available to the general public.
You agree not to reverse engineer, decompile, disassemble, modify, attempt to derive the source code of, or create derivative works based on any of Soft-Aid's various Web Sites. You agree not to sublicense, distribute, export or resell any portion of Soft-Aid's Online Services or otherwise transfer any rights.
You may not frame or utilize framing techniques to enclose any portion or aspect of the Content or the Information, without the express written consent of Soft-Aid.

Warranties and Limitation of Liability

This web site, accomanying Soft-Aid web sites, Soft-Aid's E-Newsletter(s) are provided for informational purposes only; they are not a commitment on the part of Soft-Aid to provide any services or validation of information. The user assumes the entire risk as to the accuracy and the use of information relayed on our web site and in our e-newsletters.

THE INFORMATION PROVIDED ON THIS SITE AND VIA OUR E-NEWSLETTERS IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON INFRINGEMENT. SOFT-AID DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS OR CONDITIONS REGARDING THE USE, VALIDITY, COMPLETENESS, ACCURACY, OR RELIABILITY OF, OR THE RESULTS OF THE USE OF, OR OTHERWISE RESPECTING, THE INFORMATION ON THIS SITE.

TO THE EXTENT PERMITTED BY APPLICABLE LAW AND TO THE EXTENT THAT SOFT-AID IS OTHERWISE FOUND RESPONSIBLE FOR ANY DAMAGES, SOFT-AID IS RESPONSIBLE FOR ACTUAL DAMAGES ONLY. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SOFT-AID, ITS AFFILIATES, ITS LICENSORS, ITS SUPPLIERS OR ANY THIRD PARTIES MENTIONED AT THE WEB SITE BE LIABLE FOR ANY INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION RESULTING FROM THE USE OF OR INABILITY TO USE THE WEB SITE, THE SOFT-AID SYSTEMS, INFORMATION, SERVICES OR THE CONTENT WHETHER BASED ON WARRANTY, CONTRACT, TORT, DELICT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SOFT-AID IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY LAW, THE REMEDIES STATED FOR YOU IN THESE TERMS OF USE ARE EXCLUSIVE AND ARE LIMITED TO THOSE EXPRESSLY PROVIDED FOR IN THESE TERMS OF USE.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTY, SO THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION MAY NOT APPLY TO YOU. IF YOU ARE DEALING AS A CONSUMER, YOUR STATUTORY RIGHTS THAT CANNOT BE WAIVED, IF ANY, ARE NOT AFFECTED BY THESE PROVISIONS. YOU AGREE AND ACKNOWLEDGE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND WARRANTY PROVIDED IN THESE TERMS OF USE ARE FAIR AND REASONABLE.

While many of our clients have common business issues, the similarities stop when it comes to legal and negotiating positions. Nothing on this web site or conveyed in our E-Newsletters should be considered as providing any legal advice whatsoever in the absence of an executed consulting engagement.

This web site may include technical inaccuracies or typographical errors. Changes may be periodically made to this web site and other publications. Soft-Aid may make improvements and/or changes in the solutions, products, or the programs described in these publications at any time without notice .

E-Newsletters

Soft-Aid's e-newsletters may be copied and distributed subject to the following conditions: (1) All text must be copied without modification and all pages must be included; (2) All copies must contain Soft-Aid's copyright notice and any other notices provided therein; (3) The E-Newsletter may not be distributed for profit; and (4) All trademarks are acknowledged.

Links

Outbound Links. The Web Site may contain links to third-party Web Sites and resources (collectively, "Linked Sites"). These Linked Sites are provided solely as a convenience to You and not as an endorsement by Soft-Aid of the content on such Linked Sites. Soft-Aid makes no representations or warranties regarding the correctness, accuracy, performance or quality of any content, software, service or application found at any Linked Site. Soft-Aid is not responsible for the availability of the Linked Sites or the content or activities of such sites. If You decide to access Linked Sites, You do so at Your own risk. In addition, Your use of Linked Sites is subject to any applicable policies and terms and conditions of use, including but not limited to, the Linked Site's privacy policy.

Implied licenses

Nothing contained herein shall be construed as conferring by implication, estoppel, or otherwise any license or right under any patent, trademark, copyright (except as expressly provided above), or proprietary rights of Soft Aid or any third party.

Copyrights/Trademarks

Any and all intellectual property rights ("Intellectual Property") associated with Soft-Aid's Web Sites and their contents (the "Content") are the sole property of Soft-Aid, its affiliates or associated third parties. The Content is protected by copyright and other laws in both the United States and other countries. Elements of the Web Sites are also protected by trade dress, trade secret, unfair competition, and other laws and may not be copied or imitated in whole or in part. All custom graphics, icons, and other items that appear on the Web Site are trademarks, service marks or trade dress ("Marks") of Soft-Aid, its affiliates or other entities that have granted Soft-Aid the right and license to use such Marks and may not be used or interfered with in any manner without the express written consent of Soft-Aid. Except as otherwise expressly authorized by these Terms of Use, You may not copy, reproduce, modify, lease, loan, sell, create derivative works from, upload, transmit, or distribute the Intellectual Property of the Web Site in any way without Soft-Aid's or the appropriate third party's prior written permission. Except as expressly provided herein, Soft-Aid does not grant to You any express or implied rights to Soft-Aid's or any third party's Intellectual Property. Products, services company names, and logos referenced on this web site may be trademarks or servicemarks of their respective owners.

Soft-Aid grants You a limited, personal, nontransferable, nonsublicensable, revocable license to (a) access and use only the Web Sites, Content and Services only in the manner presented by Soft-Aid, and (b) access and use the Soft-Aid computer and network services offered within the Web Site ("Soft-Aid's Systems") only in the manner expressly permitted by Soft-Aid. Except for this limited license, Soft-Aid does not convey any interest in or to Soft-Aid's Systems, information or data available via Soft-Aid's Systems (the "Information"), Content, Services, Web Site or any other Soft-Aid property by permitting You to access the Web Site.

Except to the extent required by law or as expressly provided herein, none of the Content and/or Information may be reverse-engineered, modified, reproduced, republished, translated into any language or computer language, re-transmitted in any form or by any means, resold or redistributed without the prior written consent of Soft-Aid. You may not make, sell, offer for sale, modify, reproduce, display, publicly perform, import, distribute, retransmit or otherwise use the Content in any way, unless expressly permitted to do so by Soft-Aid.

Soft-Aid Privacy Policy

The Soft-Aid Privacy Policy governs the use of information collected from or provided by You at the Web Site. With respect to any individual whose personal information is provided by You to Soft-Aid, You represent to Soft-aid that You have obtained all necessary consents for the processing of such personal information contemplated by the Services You are using and by the Soft-Aid Privacy Policy, including the transfer of such data to the United States or other countries whose laws may not provide the same level of protection for the personal data as the laws of the country of origin of such individual.

Termination

You agree that Soft-Aid, in its sole discretion, may terminate or suspend Your use of the Web Site, Soft-Aid's Systems, Information, Services and Content at any time and for any or no reason in its sole discretion, even if access and use continues to be allowed to others. Upon such suspension or termination, You must immediately (a) discontinue use of the Web Site, and (b) destroy any copies You have made of any portion of the Content. Accessing the Web Site, Soft-Aid's Systems, Information or Services after such termination, suspension or discontinuation shall constitute an act of trespass. Further, You agree that Soft-Aid shall not be liable to You or any third party for any termination or suspension of Your access to Soft-Aid's Web Sites, Soft-Aid's Systems, Information and/or the Services.

Modifications

Soft-Aid may revise and update these Terms of Use at any time. Your continued usage of Soft-Aid Web Sites after any changes to these Terms of Use will mean You accept those changes. Any aspect of the Web Site may be changed, supplemented, deleted or updated without notice at the sole discretion of Soft-Aid. Changes posted to the Terms of Use or Privacy Policies are considered effective as of the day they are posted. If you wish to be alerted to changes, please email us at info at aid.com.

Jurisdiction

TO THE FULLEST EXTENT PERMITTED BY LAW, YOU HEREBY EXPRESSLY AGREE THAT ANY PROCEEDING ARISING OUT OF OR RELATING TO YOUR USE OF SOFT-AID'S WEB SITES, SOFT-AID'S SYSTEMS, INFORMATION, SERVICES AND CONTENT SHALL BE INSTITUTED IN A STATE OR FEDERAL COURT SITTING IN THE COUNTY OF MIDDLESEX, STATE OF MASSACHUSETTS, UNITED STATES OF AMERICA AND YOU EXPRESSLY WAIVE ANY OBJECTION THAT YOU MAY HAVE NOW OR HEREAFTER TO THE LAYING OF THE VENUE OR TO THE JURISDICTION OF ANY SUCH PROCEEDING.

Governing Law and Language

To the fullest extent permitted by law, these Terms of Use are governed by the internal substantive laws of the State of Massachusetts, U.S.A. excluding (i) Massachusetts’s conflicts of laws principles; (ii) the United Nations Convention on Contracts for the International Sale of Goods; (iii) the 1974 Convention on the Limitation Period in the International Sale of Goods; and (iv) the Protocol amending the 1974 Convention, done at Vienna April 11, 1980.

Page last updated: 2/20/10

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