Terms of Service
1. ACCEPTANCE OF TERMS
Active Sensing, Inc. ("we", "us")
provides its service to you, subject to the following Terms of Service ("TOS"),
which may be updated by us from time to time without notice to
you. You can review the most current version of the TOS at any time at the
www.BuyPLM.com website.
In addition, when using particular
services owned or operated by us, you shall be subject to any posted
guidelines or rules applicable to such services which may be posted from
time to time. All such guidelines or rules (including but not limited to our
Spam Policy) are hereby incorporated by reference into the TOS.
2. DESCRIPTION OF SERVICE
We currently provide registered
users with access to our website including product information, technical
and marketing literature, training materials, PLM community information,
personalized content, downloadable software, and purchase of product
licenses (the "PDXpert Site"). You understand and agree that the
PDXpert Site may include product promotional information which forms an
integral part of the PDXpert Site. You also understand and agree that
the PDXpert Site may include certain communications from us, such as
service announcements, administrative messages and product information, and
that you will be able to opt out of receiving them. Unless explicitly stated
otherwise, any new features that augment or enhance the current PDXpert
Site shall be subject to the TOS. You understand and agree that the
PDXpert Site is provided "AS-IS" and that we assume no responsibility
for the accuracy, timeliness, deletion, mis-delivery or failure to store any
user information or personalization settings. You are responsible for
obtaining access to the PDXpert Site and that access may involve
third party fees (such as Internet service provider or airtime charges), and
you are responsible for those fees. In addition, you must provide and are
responsible for all equipment necessary to access the PDXpert Site.
3. YOUR REGISTRATION OBLIGATIONS
In consideration of
your use of the PDXpert Site, you represent that you
are of legal age to form a binding contract and are not a
person barred from receiving our products and/or services
under the laws of the United States or other applicable
jurisdiction.
You also agree to:
(a) provide true,
accurate, current and complete information about yourself as
prompted by the PDXpert Site's registration form
(such information being the "Registration Data") and
(b) maintain and
promptly update the Registration Data to keep it true,
accurate, current and complete.
If you provide any
information that is untrue, inaccurate, not current or
incomplete, or we have reasonable grounds to suspect that
such information is untrue, inaccurate, not current or
incomplete, we have the right to suspend or terminate your
account, revoke without compensation any software license
you may have purchased, and refuse any and all current or
future use of the PDXpert Site (or any portion
thereof).
4. OUR PRIVACY POLICY
Registration Data
and certain other information about you is subject to our
Privacy Policy. For more information, see our full privacy
policy, which is accessible from most pages at
http://www.BuyPLM.com.
5. MEMBER ACCOUNT, PASSWORD AND SECURITY
You will receive a password and account designation upon completing the
PDXpert Site's account registration process. You are responsible
for maintaining the confidentiality of the password and
account, and are fully responsible for all activities that
occur under your password or account. You agree to (a)
immediately notify us of any unauthorized use of your
password or account or any other breach of security, and (b)
ensure that you exit from your account at the end of each
session. We cannot and will not be liable for any loss or
damage arising from your failure to comply with this Section
5, specifically including any license purchases made using
your account information.
6. MEMBER CONDUCT
You agree to not use
the PDXpert Site to:
- impersonate any person or entity, including, but not
limited to, one of our employees or forum leader, or
falsely state or otherwise misrepresent your affiliation
with a person or organization;
- upload, post, email, transmit or otherwise make
available any Content that is unlawful, harmful,
threatening, abusive, harassing, tortious, defamatory,
vulgar, obscene, libelous, invasive of another's
privacy, hateful, or racially, ethnically or otherwise
objectionable;
- forge headers or otherwise manipulate identifiers in
order to disguise the origin of any Content communicated
to, or transmitted through, the PDXpert Site;
- upload, post, email, transmit or otherwise make
available any Content that you do not have a right to
make available under any law or under contractual or
fiduciary relationships (such as inside information,
proprietary and confidential information learned or
disclosed as part of employment relationships or under
nondisclosure agreements);
- upload, post, email, transmit or otherwise make
available any Content that infringes any patent,
trademark, trade secret, copyright or other proprietary
rights ("Rights") of any party;
- upload, post, email, transmit or otherwise make
available any unsolicited or unauthorized advertising,
promotional materials, "junk mail," "spam," "chain
letters," "pyramid schemes," or any other form of
solicitation, except in those areas that are designated
for such purpose;
- upload, post, email, transmit or otherwise make
available any material that contains software viruses or
any other computer code, files or programs designed to
interrupt, destroy or limit the functionality of any
computer software or hardware or telecommunications
equipment;
- interfere with or disrupt the PDXpert Site or
servers or networks connected to the PDXpert
Site, or disobey any requirements, procedures, policies
or regulations of networks connected to the PDXpert
Site;
- intentionally or unintentionally violate any
applicable local, state, national or international law,
and any regulations having the force of law;
- provide material support or resources (or to conceal
or disguise the nature, location, source, or ownership
of material support or resources) to any organization(s)
designated by the United States government as a foreign
terrorist organization pursuant to section 219 of the
Immigration and Nationality Act;
- "stalk" or otherwise harass another; or
- collect or store personal data about other users.
You understand that the PDXpert Site and software embodied within the
PDXpert Site may include security components that permit
digital materials to be protected, and use of these
materials is subject to usage rules set by us and/or content
providers who provide content to the PDXpert Site.
You may not attempt to override or circumvent any of the
usage rules embedded into the PDXpert Site. Any
unauthorized reproduction, publication, further distribution
or public exhibition of the materials provided on the
PDXpert Site, in whole or in part, is strictly
prohibited.
7. SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the
global nature of the Internet, you agree to comply with all
local rules regarding online conduct and acceptable Content.
Specifically, you agree to comply with all applicable laws
regarding the transmission of technical data exported from
the United States or the country in which you reside.
8. CONTENT SUBMITTED OR MADE AVAILABLE FOR
INCLUSION ON THE PDXPERT SITE
We does not claim
ownership of any content that you submit or make available
for inclusion on the PDXpert Site. However, with
respect to content that you submit or make available for
inclusion on the PDXpert Site, you grant us a
world-wide, royalty free, non-exclusive, perpetual,
irrevocable and fully sub-licensable license to use,
distribute, reproduce, modify, adapt, publish, translate,
publicly perform and publicly display such content (in whole
or in part) and to incorporate such Content into other works
in any format or medium now known or later developed.
9. INDEMNITY
You agree to
indemnify and hold us, and our subsidiaries, affiliates,
officers, agents, co-branders or other partners, and
employees, harmless from any claim or demand, including
reasonable attorneys' fees, made by any third party due to
or arising out of content you submit, post, transmit or make
available through the PDXpert Site, your use of the
PDXpert Site, your connection to the PDXpert
Site, your violation of the TOS, or your violation of any
rights of another.
10. NO RESALE OF SERVICE
You agree not to
reproduce, duplicate, copy, sell, trade, resell or exploit
for any commercial purposes, any portion of the PDXpert
Site (including your registration account), use of the
PDXpert Site, or access to the PDXpert Site.
11. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that
we may establish general practices and limits concerning use
of the PDXpert Site, including without limitation the
maximum number of days that message board postings or other
uploaded content will be retained by the PDXpert
Site, and the maximum number of times (and the maximum
duration for which) you may access the PDXpert Site
in a given period of time. You agree that we have no
responsibility or liability for the deletion or failure to
store any messages and other communications or other content
maintained or transmitted by the PDXpert Site. You
acknowledge that we have the right to log off accounts that
are inactive for an extended period of time. You further
acknowledge that we have the right to modify these general
practices and limits from time to time.
12. MODIFICATIONS TO SERVICE
We reserves the
right at any time and from time to time to modify or
discontinue, temporarily or permanently, the PDXpert
Site (or any part thereof) with or without notice. You agree
that we shall not be liable to you or to any third party for
any modification, suspension or discontinuance of the
PDXpert Site.
13. TERMINATION
You agree that we
may, under certain circumstances and without prior notice,
immediately terminate your registered account, any
associated email address, and access to the PDXpert
Site. Cause for such termination shall include, but not be
limited to, (a) breaches or violations of the TOS or other
incorporated agreements or guidelines, (b) requests by law
enforcement or other government agencies, (c) a request by
you (self-initiated account deletions), (d) discontinuance
or material modification to the PDXpert Site (or any
part thereof), (e) unexpected technical or security issues
or problems, and (f) extended periods of inactivity.
Termination of your registered account includes (a) removal
of access to all offerings within the PDXpert Site,
(b) deletion of your password and all related information,
files and content associated with or inside your account (or
any part thereof), and (c) barring further use of the
PDXpert Site. Further, you agree that all terminations
for cause shall be made in our sole discretion and that we
shall not be liable to you or any third-party for any
termination of your account, any associated email address,
or access to the PDXpert Site.
14. DEALINGS WITH ADVERTISERS
Your correspondence
or business dealings with, or participation in promotions
of, partners found on or through the PDXpert Site,
including payment and delivery of related goods or services,
and any other terms, conditions, warranties or
representations associated with such dealings, are solely
between you and such partner. You agree that we shall not be
responsible or liable for any loss or damage of any sort
incurred as the result of any such dealings or as the result
of the presence of such advertisers on the PDXpert
Site.
15. LINKS
The PDXpert
Site may provide, or third parties may provide, links to
other World Wide Web sites or resources. Because we has no
control over such sites and resources, you acknowledge and
agree that we are not responsible for the availability of
such external sites or resources, and do not endorse and is
not responsible or liable for any content, advertising,
products, or other materials on or available from such sites
or resources. You further acknowledge and agree that we
shall not be responsible or liable, directly or indirectly,
for any damage or loss caused or alleged to be caused by or
in connection with use of or reliance on any such content,
goods or services available on or through any such site or
resource.
16. OUR PROPRIETARY RIGHTS
You acknowledge and
agree that the PDXpert Site and any necessary
software used in connection with the PDXpert Site
("Software") contain proprietary and confidential
information that is protected by applicable intellectual
property and other laws. You further acknowledge and agree
that information presented to you through the PDXpert
Site or partners is protected by copyrights, trademarks,
service marks, patents or other proprietary rights and laws.
Except as expressly authorized by us or our partners, you
agree not to modify, rent, lease, loan, sell, distribute or
create derivative works based on the PDXpert Site or
the Software, in whole or in part.
You agree not to
access the PDXpert Site by any means other than
through the interface that is provided by us for use in
accessing the PDXpert Site.
17. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE PDXPERT SITE IS AT YOUR SOLE RISK.
THE PDXPERT SITE IS PROVIDED ON AN "AS IS"
AND "AS AVAILABLE" BASIS. WE
EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE AND NON-INFRINGEMENT.
WE MAKE NO WARRANTY
THAT (i) THE PDXPERT SITE WILL MEET YOUR
REQUIREMENTS, (ii) THE PDXPERT SITE WILL BE
UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE
RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PDXPERT
SITE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY
PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED
OR OBTAINED BY YOU THROUGH THE PDXPERT SITE WILL MEET
YOUR EXPECTATIONS, OR (V) ANY ERRORS IN THE SOFTWARE WILL BE
CORRECTED.
ALL PICTORAL AND TEXTUAL REPRESENTATIONS OF PRODUCTS: ARE PROVIDED FOR
GENERAL INFORMATION ONLY; MAY BE CONCEPTUAL, SPECULATIVE, OBSOLETE OR MAY
CONTAIN ERRORS; AND MAY BE CHANGED WITHOUT NOTICE. YOU AGREE
THAT THE FEATURES AND CAPABILITIES DEPICTED BY SUCH REPRESENTATIONS DO
NOT CONSTITUTE A PROMISE OR WARRANTY THAT SUCH FEATURES OR PERFORMANCE EXIST
IN ANY ACTUAL PRODUCT YOU MAY LICENSE. YOU AGREE TO RELY UPON
INSPECTION OF THE ACTUAL PRODUCT FOR DETERMINING ITS EXACT FEATURES AND
CAPABILITIES, AND TO RELY EXCLUSIVELY UPON THE PRODUCT'S WARRANTY FOR ALL
REMEDIES.
NO ADVICE OR
INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM
US OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY
NOT EXPRESSLY STATED IN THE TOS.
A SMALL PERCENTAGE
OF USERS MAY EXPERIENCE EPILEPTIC SEIZURES WHEN EXPOSED TO
CERTAIN LIGHT PATTERNS OR BACKGROUNDS ON A COMPUTER SCREEN
OR WHILE USING THE PDXPERT SITE. CERTAIN CONDITIONS
MAY INDUCE PREVIOUSLY UNDETECTED EPILEPTIC SYMPTOMS EVEN IN
USERS WHO HAVE NO HISTORY OF PRIOR SEIZURES OR EPILEPSY. IF
YOU, OR ANYONE IN YOUR FAMILY, HAVE AN EPILEPTIC CONDITION,
CONSULT YOUR PHYSICIAN PRIOR TO USING THE PDXPERT
SITE. IMMEDIATELY DISCONTINUE USE OF THE PDXPERT SITE
AND CONSULT YOUR PHYSICIAN IF YOU EXPERIENCE ANY OF THE
FOLLOWING SYMPTOMS WHILE USING THE SERVICE -- DIZZINESS,
ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS,
DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.
18. LIMITATION OF LIABILITY
YOU EXPRESSLY
UNDERSTAND AND AGREE THAT WE SHALL NOT BE LIABLE TO YOU FOR
ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR
EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR
LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE
LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY
TO USE THE PDXPERT SITE; (ii) THE
COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY
GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES
RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii)
UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv)
STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER
MATTER RELATING TO THE SERVICE.
19. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY
FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE
LIMITATIONS OF SECTIONS 17 AND 18 MAY NOT APPLY TO YOU.
20. PUBLISHED POLICIES ARE ADVISORY
The information contained in the
online policies and similar documents on this Web site represents our
current view as of the date they are posted. Because we must respond to
changing market conditions and are constantly evaluating how to better work
with our customers and partners, such documents should not be interpreted as
legally binding commitments, but rather as flexible documents subject to
change occasionally.
Similarly, we cannot guarantee that
any information in such documents will be error-free or kept up to date
after they are posted. All online policies and similar documents are for
informational purposes only.
WE MAKE NO WARRANTIES, EXPRESS,
IMPLIED, OR STATUTORY, BY POSTING SUCH DOCUMENTS OR ABOUT THE INFORMATION IN
SUCH DOCUMENTS.
Changes, Additions, or Deletions
We may occasionally change any of
its online policies or similar documents on this Web site, add or remove any
terms of such documents, or remove or discontinue such documents completely,
at any time. If we make any such changes, we will post the revised documents
to this Web site, and will revise the publication date on them, but will not
provide any other notice to you. We encourage you to check all online
policies and similar documents relevant to your situation periodically to
keep informed about their status.
21. NO THIRD PARTY BENEFICIARIES
You agree that, except as otherwise
expressly provided in this TOS, there shall be no third party beneficiaries
to this Agreement.
22. NOTICE
We may provide you with notices,
including those regarding changes to the TOS, by either email, regular mail,
or postings on the PDXpert Site.
23. TRADEMARK INFORMATION
The PDXpert, Acseni, PDXplorer and PLMX
trademarks, and "Simple Flexible Secure" and "Simple,
flexible product lifecycle management software for growing companies" service marks, are the property of Active
Sensing, Inc. ("Marks"). Without our prior permission, you agree not to
display or use in any manner the Marks.
24. GENERAL INFORMATION
Entire Agreement. The TOS constitute
the entire agreement between you and us and govern your use of the
PDXpert Site, superseding any prior agreements between you and us. You
also may be subject to additional terms and conditions that may apply when
you use or purchase certain other services, affiliate services, third-party
content or third-party software.
Choice of Law and Forum. The TOS and
the relationship between you and us shall be governed by the laws of the
State of Colorado without regard to its conflict of law provisions. You and
we agree to submit to the personal and exclusive jurisdiction of the courts
located within the county of Douglas, Colorado.
Waiver and Severability of Terms.
Our failure to exercise or enforce any right or provision of the TOS shall
not constitute a waiver of such right or provision. If any provision of the
TOS is found by a court of competent jurisdiction to be invalid, the parties
nevertheless agree that the court should endeavor to give effect to the
parties' intentions as reflected in the provision, and the other provisions
of the TOS remain in full force and effect.
Statute of Limitations. You agree
that regardless of any statute or law to the contrary, any claim or cause of
action arising out of or related to use of the PDXpert Site or the
TOS must be filed within one (1) year after such claim or cause of action
arose or be forever barred.
The section titles in the TOS are
for convenience only and have no legal or contractual effect.
25. VIOLATIONS
Please report any violations of the TOS to us.