This World Wide Web Site (“Site”) is owned and operated by agileSEQENT.
agileSEQUENT invites you to read these Terms and Conditions of Use (“Terms’) carefully before using this Site.
If you do not agree to these Terms, please do not use this Site. This agreement (“Agreement”) is made by and between you and agileSEQENT. This Agreement constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof, and any and all prior or contemporaneous written or oral agreements existing between the parties hereto are expressly canceled. You may be subject to additional terms and conditions that may apply if and when you use third party content or services.
By using this Site, you agree to the current Terms and Conditions, which may be changed by agileSEQUENT from time to time at its sole discretion. These changes include (but not limited to): revision of any part of this Agreement, introduction or removal of any content available on this Site, or introduction or removal of any product or service. You also agree to comply with all applicable laws and regulations, including US export laws. Any changes to the Terms will be effective immediately. You agree that electronic notification (such as a posting on this Site or electronic e-Mail – selected at agileSEQUENT’s sole discretion), will be the only and sufficient method of communication of these changes.
Definitions
When mentioned in this Agreement, the definition of content (“Content”) will mean (without any limitations) software and materials owned by agileSEQUENT, software and materials owned by third-parties and available on this Site because of marketing and other agreements between agileSEQUENT and third-party suppliers, images, text, data posted by agileSEQUENT or authorized users, and information provided by agileSEQUENT or third-party information suppliers.
Proprietary and exclusive rights
This Site is owned and operated by agileSEQUENT, Inc. With the exception of Content provided by third parties, all Content on this Site is the exclusive property of agileSEQUENT, Inc. By using this Site, you agree that you do not acquire any ownership rights.
The use of any content found on this Site for commercial purposes without a license agreement signed by authorized agileSEQUENT representative is strictly prohibited.
You are permitted to download 2 (two) copies of the content available on this Site for your personal, non-commercial use only. You also agree not to modify the Content or any copyright and other proprietary notices.
Modification of the Content and use of Content for any other purpose is a violation of agileSEQUENT’s (and third party's, where and when applicable) copyright and other proprietary rights. All trademarks, service marks, and trade names proprietary to other owners are gracefully acknowledged.
While using this Site – “no nonsense” code of conduct”
While using the Site, you agree not to:
Impersonate any person or entity, including using false e-Mail headers or using any mean to disguise the origin of any content uploaded or posted on this Site;
Collect or store personal or other individually identifiable data about another user of the Site;
Criticize in any way any other user of the Site, including, without limitation, agileSEQUENT employees, customers, and partners;
Restrict or inhibit any other user from using the Site;
Upload, post or transmit any objectionable content, including any unauthorized advertising or solicitation materials, ‘spam’, ‘junk mail’, or content containing any malware (virus, Trojan horse code or any other harmful component);
Misrepresent your professional affiliation with agileSEQUENT;
Act in a disruptive manner and negatively impact the ability of other users of this Site to to engage in productive and collaborative real time exchanges;
Upload, post or transmit any content in violation of another party's patent, copyright, trademark, trade secret, or other intellectual property, contract or other right(s);
Upload, post or transmit any content that you do not have a confirmed right to transmit under law or under a contractual or fiduciary relationship (including, without limitation, inside information, or proprietary or confidential information learned or disclosed as part of an employment relationship or under nondisclosure agreement); Intentionally or unintentionally violate any applicable local, state, national, or international laws or any regulations having the force of law;
Modify, adapt, sublicense, translate, sell, distribute, broadcast, publicly display, exploit for commercial purposes, reverse engineer, decompile, or disassemble any portion of the Site or any Site-related services.
agileSEQUENT reserves the right – and you unconditionally agree – to monitor the Site, including (without any limitation whatsoever) e-Mail, discussion groups, downloads, uploads, and to disclose any information to any third party in order to enforce this Agreement, continue to operate the Site, comply with any lawful request or legal obligation, and protect agileSEQUENT and its employees, customers, partners, and the public. agileSEQUENT also reserves the right – and you unconditionally agree – to decline to post or remove any content that may be unacceptable or in violation of this Agreement as well as any applicable law or regulation.
Warranty and Limitation of Liability
You unconditionally agree that any Content or service (whether provided on this Site or any other Site related entity), including without limitation credit card payment services, is provided on an ‘as-is’ basis without warranties of any kind, whether express or implied, including but not limited to, the implied warranties of merchantability, fitness for specific purpose, noninfringement, performance, quality, title, or failure to realize anticipated benefits, which are expressly and specifically disclaimed. In addition, agileSEQUENT does not provide a warranty that the access to this Site (including any Site related services) will be timely, accurate, uninterrupted, secure, or error-free. No statement by agileSEQUENT or its partners, authorized agents, customers, employees will create any warranty of any kind. You agree that the use of this Site, purchase or use of Content, is entirely at your own risk.
You unconditionally agree that agileSEQUENT and its partners, third party suppliers, licensors, partners are not and will not responsible or liable to you or any third part y or any direct, indirect, incidental, consequential, special, exemplary, punitive, or other damages (including, without any limitations whatsoever, damages for loss of profits, data, or goodwill) under any contract, negligence, strict liability, or other theory arising from or relating in any way to this Agreement, this Site, any Site related service provided by agileSEQUENT or a third party partner, including credit card fraud or chargebacks, and/or any Content uploaded, downloaded, posted on this Site. Without limiting foregoing in any way, you unconditionally agree that agileSEQEUNT is not liable to you or any other third party for any third party’s negligent, or intentionally harmful, offensive or illegal conduct, including actions of other users or third parties, and that any risk of injury from the foregoing rests entirely and solely with you. You also agree that the only remedy for dissatisfaction with this Site, any Site related service, or any Content is to stop using the Site and Site related service.
Accuracy of Information
There are possibilities that the Site could include inaccuracies or errors. In addition, there are possibilities that unauthorized additions, deletions and alterations could be made by third parties to the Site. You acknowledge and agree that all Content uploaded, posted or transmitted on or through the Site, whether publicly or privately, is the sole responsibility of the person from which such content originated. Although agileSEQUENT uses reasonable efforts to protect the integrity of the Site, no guarantees whatsoever are provided as to the Site’s Content timeliness, completeness, or accuracy. agileSEQUENT assumes no liability or responsibility for any error or representation in the Content available at this Site. You are invited and encouraged to inform agileSEQUENT of any observed inaccuracy or error. agileSEQUENT will review reported information and where required will correct it.
In some instances, Content uploaded, posted or transmitted on or through the Site represents the opinions of the respective Content provider, Site user, agileSEQUENTcustomer (or customer’s employee), or some other user without a contractual relationship with agileSEQUENT. agileSEQUENT can neither endorse nor be responsible for the accuracy or reliability of any opinion, advice or statement made on the Site by anyone other than a specifically-designated authorized agileSEQUENT employee spokesperson while acting in his/her official capacities. Under no circumstances will or can agileSEQUENT be liable to you or any third party for any loss or damage caused by your reliance on any Content uploaded, downloaded, posted or transmitted on or through the Site. It is your sole responsibility to evaluate the accuracy, completeness or usefulness of such Content.
Links to External Sites
The Site may contain links to other sites on the Internet that are owned and operated by agileSEQUENT’s partners: companies authorized to install and implement agileSEQUENT products and services, companies providing certain technology components, and other third parties (“External Sites”). Because agileSEQUENT does not have any control over External sites, it does nor will not review them. You unconditionally agree that agileSEQUENT is not responsible or liable for any Content, advertising, products, or other materials that may appear on or may be available on, from or through any such External Site. You further unconditionally agree that agileSEQUENT will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the purchase or use of or reliance on any such content, advertising, products, credit card payment processing or other activities or materials on such External Sites.
Indemnification
You unconditionally agree to indemnify, defend and hold harmless agileSEQUENT and its affiliates, partners, third party content providers and licensors and each of their respective directors, officers, employees and agents from and against any and all claims, actions, suits, proceedings, judgments, damages, losses, liabilities, costs and expenses (including, without limitation, reasonable attorneys' fees and related reasonable costs) arising directly or indirectly out of or in connection with your breach of this Agreement (including, without limitation, your violation of the Code of Conduct above), and Content uploaded, posted or transmitted by you on or through the Site, or your activities in connection with the Site or any Site-related services or Content.
Use of secure area requiring account and password
Should you use any part or feature of the Site that requires initial registration, you agree to provide true, accurate, and complete information about yourself (“Registration Data”) when prompted by the Site’s registration form. You also agree to 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 agileSEQUENT determines at its sole discretion that such information is untrue, inaccurate, not current or incomplete, agileSEQUENT has the unconditional right to suspend or terminate your account and/or to refuse any and all current or future use of the Site and the Site-related Services (or any portion thereof). In addition, any fraudulent activity on your part with respect to registration and use of the credit card processing services will be pursued to the maximum extent permitted by law.
Use of any area of the Site requiring an account and password is strictly limited to the individual (“Authorized User”) who has been given prior permission enter such area. The account details and password cannot be disclosed to other individuals, and the Authorized User (or individual’s employer) is responsible for any and all proven damages to agileSEQUENT directly resulting from the intentional or negligent distribution of his or her password. If more than one individual wishes to use the same account and password originally issued to an Authorized User, then such Authorized User must request an express permission from agileSEQUENT in writing. agileSEQUENT reserves the right to approve or decline this request at its sole discretion.
Termination
agileSEQUENT shall have the unconditional right, at any time and for any reason, in its sole discretion and with or without notice, to immediately terminate this Agreement and/or any individual's access to and use of the Site and/or such user's password(s) or account(s), in whole or in part (including, without limitation, in the event of any conduct by such user which agileSEQUENT deems unacceptable, inappropriate or offensive or any breach by such user of this Agreement or any applicable law). You agree and unconditionally accept that agileSEQUENT shall not be liable to you or to any third party for any such termination.
Additional Terms
No provision of this Agreement can be waived except in witting by an authorized agileSEQUENT representative. No waiver by agileSEQUENT of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. ou may not assign, delegate or otherwise transfer this Agreement or any of your rights and obligations hereunder without agileSEQUENT’s prior written consent, including by operation of law, merger or other consolidation. If any provision of this Agreement shall be unlawful, void or unenforceable, then such provision shall be deemed severable from this Agreement and shall not affect the validity any enforceability of any remaining provisions. Any heading, caption, or paragraph title contained in this Agreement is inserted only as a matter of convenience and in no way defines or explains any paragraph or provision hereof.
Applicable Laws
This Agreement is entered into in the State of Maryland, United States of America, and shall be governed by and construed in accordance with the laws of the State of Maryland, exclusive of its choice of law rules, and applicable United States federal law.
Choice of Language
This Agreement is in the English language only. All communications and notices to be made or given pursuant to this Agreement shall be in the English language.
Public nature of Internet
You unconditionally agree that the Internet (including, without limitation, that portion known as the World Wide Web) is a network of private and public networks. As a result, agileSEQUENT has no control over the Internet or the Web and cannot be liable in any way for the interruption, erroneous performance, or discontinuance of operation, of any portion of the Internet, or possible regulation of the Internet which might interfere with or restrict the operation of www.agileSEQUENT.com.
Availability of products & services
Not all products or services discussed or referenced in or on the Site are available to all persons, or in all geographic locations or jurisdictions, even though the Site may be accessible worldwide. agileSEQUENTreserves the right to limit the availability of the Site and/or the provision of any product or service to any person, geographic area or jurisdiction in its sole discretion, and to limit the quantity of any such product or service that it may provide.
