Updated on March 23, 2016
I. Acceptance of Terms:
- These terms of service (“Terms”) govern the use of the website “http://soren.tech” by You. You acknowledge that you have read, understood, and agree to be bound by these Terms. If You are entering into these Terms on behalf of a company or other legal entity, You represent that You have the authority to bind such entity and its affiliates to these Terms, in which case the terms “you” or “your” shall refer to such entity and its affiliates. If You do not have such authority, or if you do not agree with these Terms, You must not accept these Terms and may not use the Site.
- We may change these Terms from time to time without prior notice. You can review the most current version of these Terms at any time at http://soren.tech/terms-of-use/. The revised terms and conditions will become effective upon posting and if You use the Service after that date, we will treat your use as acceptance of the revised terms and conditions. If any change to these Terms is not acceptable to You, your only remedy is to stop accessing and using the Site.
II. Use of the Sites and Service
- You may use the Sites and Services only in accordance with these Terms of Service and only for lawful purposes. You are responsible for your own communications, including the upload, transmission and posting of information, and are responsible for the consequences of Your posting on or through the Site or Services.
- We specifically prohibit use of the Site for:
- posting any (1) information which is incomplete, false, inaccurate or not your own, (2) trade secrets or material that is copyrighted or otherwise owned by a third party unless you have a valid license from the owner which permits you to post it, (3) material that infringes on any other intellectual property, privacy or publicity right of another, (4) advertisements, promotional materials or solicitation related to any product or service that is competitive with Our products or services or (5) software or programs which contain any harmful code, including, but not limited to, viruses, worms, time bombs or Trojan horses;
- impersonating another person;
- engaging in or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any city, state, national or international law or regulation, or which fails to comply with accepted Internet protocol; or
- transmitting or transferring (by any means) information or software derived from the Site to foreign countries or certain foreign nations in violation of US export control laws. In addition, you are prohibited from violating or attempting to violate the security of the Site or Our system or network security, including, without limitation, the following:
- accessing data not intended for users of the Site, or gaining unauthorized access to an account, server or any other computer system;
- attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures;
- attempting to interfere with the function of the Site, host or network, including, without limitation, via means of submitting a virus to the Sites, overloading, “flooding”, “mailbombing”, “crashing”, or sending unsolicited e-mail, including promotions and/or advertising of products or services; or
- forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting. Violations of the Sites’ or Group’s system or network security may result in civil or criminal liability.
V. Warranty and Limited Liability
- Warranty Disclaimer: THE SITE AND, SITE CONTENT AND ITS SERVICES ARE PROVIDED STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND WE MAKE NO WARRANTY THAT THE SITE, SERVICES OR SITE CONTENT ARE COMPLETE, SUITABLE FOR YOUR PURPOSE, OR ACCURATE. ON BEHALF OF ITSELF AND ITS LICENSORS, WE HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED, STATUTORY OR OTHER WARRANTIES WITH RESPECT TO THE SITE, SITE CONTENT AND SERVICES, OR THE AVAILABILITY OF THE FOREGOING, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFIRNGEMENT. THE ENTIRE RISK AS TO RESULTS OBTAINED THROUGH USE OF THE SITE, SERVICE AND/OR THE SITE CONTENT RESTS WITH YOU AND GROUP MAKES NO REPRESENTATION OR WARRANTY THAT THE AVAILABILITY OF THE SITE AND OR THE SERVICES WILL BE UNINTERRUPTED, OR THAT THE SITE, SERVICE AND/OR THE SITE CONTENT WILL BE ERROR FREE OR THAT ALL ERRORS WILL BE CORRECTED.
- Limitation of Liability: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT WE SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES ARISING OUT OF OR CONNECTED TO YOUR USE OF, OR INABILITY TO USE, THE SITE, THE SERVICE OR THE SITE CONTENT, INCLUDING, WITHOUT LIMITATION, ANY AND ALL DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL, EXEMPLARY OR STATUTORY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, LOSS OR PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL OR FOR ANY COST OF COVER OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES), EVEN IF GROUP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE LEGAL THEORY UNDER WHICH DAMAGES ARE SOUGHT, WHETHER IN BREACH OF CONTRACT OR IN TORT, INCLUDING NEGLIGENCE.
- Extent of Release and Agreement to Indemnify: Your release from liability and agree to indemnify, save, and forever hold harmless Soren Technology and its Members, officers, employees, and representatives covered by any clause specified in this Agreement shall extend to any third party owned by, related to, or engaged in business with You.
- Agreement to Pay Attorney’s Fees: You agree irrevocably to pay all reasonable attorneys fees and other related legal expenses acquired by Us as a result of any claim arising from Your use of the Site or Services, including expenses resulting from claims filed against Group by a third party.
VI. Rights Retained by Group, Client, and Third Parties
- Our Trademarks and Content: Except as may be otherwise noted, the information, materials (including, without limitation, Our trademarks, Our logos, HTML, text, audio, video, white papers, press releases, data sheets, product descriptions, software and FAQs and other content) available on the Site (collectively, “Our Content”) are the copyrighted works of Us and our licensors, and We and our licensors expressly retain all right title and interest in and to Our Content, including, without limitation, all intellectual property rights therein and thereto. Except as expressly permitted in these Terms, any use of the Our Content may violate copyright and/or other applicable laws.
- Client Owned Content: Rights to content owned by You, including all pre-existing trademarks, shall remain the sole property of You or Your respective suppliers, and You or Your suppliers shall be the sole owner of all rights in connection therewith. If you elect to display, post, submit or otherwise make available to others, on the Sites any content or works of authorship, including, without limitation, images, audio files, text, software (but excluding User software) or other materials, (collectively, “User Content”), you hereby grant Us a perpetual, irrevocable, royalty-free, worldwide, non-exclusive right and license, including the right to grant sublicenses to third parties, to use, reproduce, publicly display, publicly perform, prepare derivative works from and distribute such User Content, for any purpose. In addition, you hereby irrevocably represent and warrant to Us that (i) you have all necessary power, authority, right, title and/or licenses to grant to Us such rights and license and (ii) the posting, submission, display by you of User Content on the Site, and the exercise by Us of these rights and license does not and will not (1) violate any applicable law or government regulation or (2) infringe any right of publicity or invades the privacy of others, or any intellectual property right of any third party, (iii) no User Content you provide (1) will constitute obscene, pornographic, indecent, profane or otherwise objectionable material, (2) is discriminatory, hateful or bigoted toward, or abusive of, any group or individual, or (3) is libelous or defamatory.
- Suggestions: You hereby grant to Us a royalty-free, worldwide, transferable, sub-licenseable, irrevocable, perpetual license to use or incorporate into the Site and/or Our services any suggestions, enhancement requests, recommendations or other feedback provided by you that is submitted through the Site.
- Copyright Infringement: (A) As a condition of your right to use the Site, you agree to respect the intellectual property rights of others. Accordingly, you agree not to upload or post to the Site any copyrighted materials, trademarks or other proprietary information belonging to any third party without the prior written consent of the applicable third party. You acknowledge that We may terminate your access to the Site and/or Our Services if you repeatedly infringe the copyright of third parties. (B) If you believe that your copyrighted work has been illegally uploaded or posted on the Site, you may send a written notice to Us at [email protected], and We will respond. We reserve the rights to seek damages and fees associated with infringement and or fraud.
We agree to not sell or share any personal information, including address, telephone number, email addresses, and financial data, about You with other parties unless doing so is required by to complete Services you have contracted Us to fulfill. You agree that We are not responsible for how any third-party service provider employed by or linked to by Us utilizes Your information and You agree to release from liability, indemnify, save and forever hold harmless Soren Technology and its Members, officers, employees, and representatives from any claims arising from the use of Your information by such a third-party service provider.
- Right to Modify: These Terms may be modified by Us at any time without notice. Such modifications will be effective upon publication and Your continued use of the Site and/or Services after such modification constitutes acceptance of the updated Terms.
- Waiver: Failure by Us to enforce any right or seek to remedy any breach under these Terms shall not be construed as a waiver of such rights, nor shall a waiver by Us of default in one or more instances be construed as constituting a continuing waiver or as a waiver of any other breach.
These Terms shall be governed in all respects by the laws of the United States of America and by the laws of the State of Rhode Island. Each of the parties irrevocably consents to the exclusive personal jurisdiction of the federal and state courts located in Rhode Island, as applicable, for any matter arising out of or relating to these Terms, except that in actions seeking to enforce any order or any judgment of such federal or state courts located in Rhode Island, such personal jurisdiction shall be nonexclusive.
If any provision of these Terms is held by a court of law to be illegal, invalid or unenforceable, (a) that provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision, and (b) the legality, validity and enforceability of the remaining provisions of these Terms shall not be affected or impaired thereby.