End-User License Agreement
SENSOGRAM TECHNOLOGIES, INC.
Last updated: September 29, 2017
Please read this End-User License Agreement ("Agreement") carefully before clicking the "I Agree" button, downloading, accessing, or using SensoRING® Web Portal ("Web Portal").
By clicking the "I Agree" button, downloading, accessing, or using the Web Portal, you are agreeing to be bound by the terms and conditions of this Agreement.
This Agreement is a legal agreement between you (either an individual or a single entity) and Sensogram Technologies, Inc. and it governs your use of the Web Portal made available to you by Sensogram Technologies, Inc.
If you do not agree to the terms of this Agreement, do not click on the "I Agree" button and do not download, access, or use the Web Portal.
The Web Portal is licensed, not sold, to you by Sensogram Technologies, Inc. for use strictly in accordance with the terms of this Agreement.
Sensogram Technologies, Inc. grants you a revocable, non-exclusive, non-transferable, non-sublicensable, limited license to download, install, access, and use the Web Portal solely for your personal, non-commercial purposes strictly in accordance with the terms of this Agreement.
You agree not to, and you will not permit others to:
- license, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Web Portal or make the Web Portal available to any third party. copy or use the Web Portal for any purpose other than as permitted under the above section 'License'. modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer any part of the Web Portal.
- remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of Sensogram Technologies, Inc. or its affiliates, partners, suppliers or the licensors of the Web Portal. make illegal use of the Web Portal or use it for purposes which are illegal. interfere with another’s use of the Web Portal.
The Web Portal, including without limitation all copyrights, patents, trademarks, trade secrets and other intellectual property rights are, and shall remain, the sole and exclusive property of Sensogram Technologies, Inc.
Any feedback, comments, ideas, improvements or suggestions (collectively, "Suggestions") provided by you to Sensogram Technologies, Inc. with respect to the Web Portal shall remain the sole and exclusive property of Sensogram Technologies, Inc.
Sensogram Technologies, Inc. shall be free to use, copy, modify, publish, or redistribute the Suggestions for any purpose and in any way without any credit or any compensation to you.
Modifications to Web Portal
Sensogram Technologies, Inc. reserves the right to modify, suspend or discontinue, temporarily or permanently, the Web Portal or any service to which it connects, with or without notice and without liability to you.
Updates to Web Portal
Sensogram Technologies, Inc. may from time to time provide enhancements or improvements to the features/functionality of the Web Portal, which may include patches, bug fixes, updates, upgrades and other modifications ("Updates").
Updates may modify or delete certain features and/or functionalities of the Web Portal. You agree that Sensogram Technologies, Inc. has no obligation to (i) provide any Updates, or (ii) continue to provide or enable any particular features and/or functionalities of the Web Portal to you.
You further agree that all Updates will be (i) deemed to constitute an integral part of the Web Portal, and (ii) subject to the terms and conditions of this Agreement.
You acknowledge and agree that Sensogram Technologies, Inc. shall not be responsible for any Third-Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Sensogram Technologies, Inc. does not assume and shall not have any liability or responsibility to you or any other person or entity for any Third-Party Services.
Third-Party Services 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.
Term and Termination
This Agreement shall remain in effect until terminated by you or Sensogram Technologies, Inc.
Sensogram Technologies, Inc. may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without prior notice.
This Agreement will terminate immediately, without prior notice from Sensogram Technologies, Inc., in the event that you fail to comply with any provision of this Agreement. You may also terminate this Agreement by deleting the Web Portal and all copies thereof from your mobile device or from your computer.
Upon termination of this Agreement, you shall cease all use of the Web Portal and delete all copies of the Web Portal from your mobile device or from your computer.
Termination of this Agreement will not limit any of Sensogram Technologies, Inc.'s rights or remedies at law or in equity in case of breach by you (during the term of this Agreement) of any of your obligations under the present Agreement.
You agree to indemnify, defend, and hold Sensogram Technologies, Inc. and its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from and against any claim, demand, losses, damages, liabilities, judgments, penalties, fines, costs, and expenses, including reasonable attorneys' fees, due to or arising out of your: (a) use of the Web Portal; (b) violation of this Agreement or any law or regulation; or (c) violation of any right of a third party.
THE WEB PORTAL IS PROVIDED TO YOU "AS IS" AND "AS AVAILABLE" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, SENSOGRAM TECHNOLOGIES, INC., 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 WEB PORTAL, 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, SENSOGRAM TECHNOLOGIES, INC. PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE WEB PORTAL WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, WEB PORTALS, 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.
Without limiting the foregoing, neither Sensogram Technologies, Inc. nor any Sensogram Technologies, Inc.'s provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Web Portal, or the information, content, and materials or products included thereon; (ii) that the Web Portal will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Web Portal; or (iv) that the Web Portal, its servers, the content, or e-mails sent from or on behalf of Sensogram Technologies, Inc. are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.
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.
Limitation of Liability
Notwithstanding any damages that you might incur, the entire liability of Sensogram Technologies, Inc. and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by you for the Web Portal.
To the maximum extent permitted by applicable law, in no event shall Sensogram Technologies, Inc. or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including but not limited to, damages for loss of profits; for loss of data or other information; loss of use caused by an interruption, suspension, or termination of the Web Portal; for business interruption; for personal injury; for loss of privacy arising out of or in any way related to the use of or inability to use the Web Portal; third-party software and/or third-party hardware used with the Web Portal; or otherwise in connection with any provision of this Agreement), even if Sensogram Technologies, Inc. or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.Some states/jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Agreement shall not effect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute waiver of any subsequent breach.
For U.S. Government End Users
The Web Portal and related documentation are "Commercial Items", as that term is defined under 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used under 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. In accordance with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein.
You may not export or re-export the Web Portal except as authorized by United States law and the laws of the jurisdiction in which the Web Portal was obtained.
In particular, but without limitation, the Web Portal may not be exported or re-exported (a) into or to a nation or a resident of any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List.
By installing or using any component of the Web Portal, you represent and warrant that you are not located in, under control of, or a national or resident of any such country or on any such list.
Amendments to this Agreement
Sensogram Technologies, Inc. reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
By continuing to access or use our Web Portal after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Web Portal.
The laws of Texas, United States, excluding its conflicts of law rules, shall govern this Agreement and your use of the Web Portal. Your use of the Web Portal may also be subject to other local, state, national, or international laws.
This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Good.
The Agreement constitutes the entire agreement between you and Sensogram Technologies, Inc. regarding your use of the Web Portal and supersedes all prior and contemporaneous written or oral agreements between you and Sensogram Technologies, Inc.
You may be subject to additional terms and conditions that apply when you use or purchase other Sensogram Technologies, Inc.'s services, which Sensogram Technologies, Inc. will provide to you at the time of such use or purchase.
Sensogram Technologies, Inc.
WeWork Legacy West
7700 Windrose Avenue, Ste 3-178
Plano, TX 75024, USA
Tel. +1 469 955 3500 (USA)
Tel. +41 79 136 64 29 (Switzerland)