End User License Agreement
End User License Agreement
YOUR RIGHT TO USE THE APPLICATION IS SUBJECT TO YOU ACCEPTING THE TERMS OF THE AGREEMENT, AND BY USING THE APPLICATION YOU AGREE TO ACCEPT THE TERMS OF THE AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS OF THE AGREEMENT, YOU MAY NOT USE THE APPLICATION AND MAY NOT INSTALL IT.
PLEASE NOTE: The Application is intended for use people who are at least 18 years of age. Read carefully below before using the Application. Note also that our use of your personal information is governed at all times by our Privacy Statement, which is available at https://in-telligent.com/application-privacy-policy/. See below for requirements relating to how disputes between you and In-telligent are resolved.
Modification to Agreement
Amendments to this Agreement will be posted on or linked to the Application. To the maximum extent allowed by law, and except as otherwise expressly provided at the time of such amendment, such amendments are effective when posted. Your continued use of the Application following the posting of any amendment shall constitute your acceptance thereof. If you do not agree to the terms of this Agreement or any amendment, you may not use the Application and must uninstall it.
Using the Application
Subject to compliance with the Agreement, including, but not limited to, applicable age and residency restrictions, you are granted a limited, non-transferrable, non-sublicensable and revocable license to install, access and use the Application on mobile device that you own or control for the Application’s intended purpose, which shall be for your personal and non-commercial use. Mobile devices include devices running iOS or Android and the Application shall be provided to Your mobile device by an official marketplace, such as the Apple App Store or the Google Play Store. If you sell or otherwise transfer a device on which the Application is installed, you must remove the Application from such device before doing so. You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Application, any updates, or any part thereof except as applicable law may require notwithstanding this prohibition. You may print copies of the Application content and documentation as reasonably necessary for permitted use of the Application, but such copies shall not be distributed to others. Distribution of the Application by third-party marketplaces is prohibited. Non-personal and commercial uses of the Application, such as reselling or outsourcing the Application’s functionality or otherwise using it as a service bureau or data center, is prohibited. Uses of the Application not expressly authorized herein are prohibited. All rights not expressly granted are hereby reserved.
Subject to applicable law, In-telligent reserves the right, with or without prior notice, to do any one or more of the following: (a) limit the available quantity of, or discontinue any offering of, any product or promotion; and (b) impose conditions on your use of the Application.
Account Registration, Password and Security
Your use of the Application may require you to register and you may be asked to select a password. You agree to provide accurate and truthful information and to update such information to keep it true and accurate. Select a password that would be difficult to guess, and change it regularly as an added precaution. You agree to use a unique password for the Application that is not shared with any other website or service You use. You agree not to share your password or share access to your account. You agree that you are responsible for activities that occur under your account. You agree to notify us immediately of unauthorized use of your password or account.
NOTWITHSTANDING THE ABOVE, WE MAY RELY ON THE AUTHORITY OF ANYONE ACCESSING YOUR ACCOUNT OR USING YOUR PASSWORD, AND IN NO EVENT, AND UNDER NO CIRCUMSTANCES, SHALL WE BE HELD LIABLE TO YOU FOR ANY LIABILITIES OR DAMAGES ARISING OUT OF (I) ANY ACTION OR INACTION OF IN-TELLIGENT UNDER THIS PROVISION OR (II) ANY COMPROMISE OF THE CONFIDENTIALITY OF YOUR ACCOUNT OR PASSWORD OR ANY UNAUTHORIZED ACCESS TO YOUR ACCOUNT OR USE OF YOUR PASSWORD EXCEPT TO THE EXTENT SUCH COMPROMISE, ACCESS OR USE IS CAUSED SOLELY BY IN-TELLIGENT’S BREACH OF THE EXPRESS TERMS OF THIS AGREEMENT, AS PROVEN BY CLEAR AND CONVINCING EVIDENCE. YOU MAY NOT USE ANYONE ELSE’S ACCOUNT AT ANY TIME.
All descriptions, images, references, features, content, specifications, products, and prices of products and services described or depicted on the Application are subject to change at any time without notice.
Transactions Using Mobile Devices
You are solely responsible for any damage to or technical difficulties that arise from your use of the Application on your mobile device. In-telligent cannot and does not warrant that the Application will work as anticipated on every device. Moreover, In-telligent cannot and does not warrant that the Application will be free from errors resulting in data interruptions, data loss, or any other malfunction.
YOU SHALL BE SOLELY RESPONSIBLE FOR ANY CHARGES AND FEES, INCLUDING, BUT NOT LIMITED TO, DATA AND OTHER USAGE CHARGES ASSESSED TO YOU BY YOUR MOBILE CARRIER BECAUSE OF YOUR DOWNLOADING AND/OR USE OF THE APPLICATION.
You agree not to: (a) access or attempt to access any information, documents, images, software or material (individually and collectively, “Materials”) that you are not authorized to access and/or through any means that you are not authorized to use such as any means not intentionally made available by or through the Application; (b) disrupt or interfere with the security of, or otherwise cause harm to the Application, or to any Materials, systems resources, accounts, passwords, servers or networks connected to or accessible through the Application or any affiliated or linked sites; (c) access or use the Application in any manner that could damage, disable, overburden or impair any server or network used by In-telligent in connection with the Application; (d) use any Materials in connection with the Application in any manner that infringes upon any copyrights, patents or other intellectual property rights, privacy rights, rights of publicity or other rights of any party; (e) transmit unsolicited or bulk communications to any In-telligent account holder or to any In-telligent.com email address or other email addresses associated with In-telligent; (f) post or otherwise submit any software, programs or Materials via the Application that are harmful or disruptive of another’s equipment, software or other property, including any corrupted files, time bombs, Trojan Horses, viruses and worms; (g) disrupt, interfere with or inhibit any other user from using and enjoying the Application or other sites, Materials or services associated with In-telligent; (h) violate any applicable laws or regulations related to the access to or use of the Application, and/or engage in any activity prohibited by this Agreement; (i) compile, use, download or otherwise copy any Materials available on the Application (except as expressly permitted by the Agreement), or transmit, provide or otherwise distribute (whether or not for a fee) such Materials to any third party; (j) use the Application to engage in any chain letters, contests, junk email, pyramid schemes, spamming, surveys or any other duplicative or unsolicited messages (commercial or otherwise); (k) use any robot, spider, or other programmatic or automatic device, to obtain information from the Application or others’ use of the Application or otherwise monitor or copy any portion of the Application; (l) frame, mirror, or use framing techniques on any part of the Application without In-telligent’s express prior written consent; (m) make any use of data extraction, scraping, mining, or other data gathering tools, or create a database by systematically downloading or storing Application Materials, or otherwise scrape, collect, store, or, except pursuant to the limited license granted by this Agreement, use any Materials; (n) use the Application for any purpose that is abusive, intrusive of another’s privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening or hurtful; (o) remove any copyright, trademark, or other proprietary rights notice from the Application or Materials; and/or (p) use any In-telligent domain name as a pseudonymous return email address.
These examples of prohibited conduct are illustrative and are not exhaustive. In-telligent reserves the right to take action, up to and including terminating a user’s account, if the user is determined, in In-telligent sole discretion, to have engaged in prohibited conduct or otherwise violated this Agreement.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN-TELLIGENT, ITS PARENT, SUBSIDIARIES, AFFILIATES, EMPLOYEES, DIRECTORS, OFFICERS, MEMBERS, MANAGERS, AGENTS, REPRESENTATIVES, SERVICE PROVIDERS, SUPPLIERS, LICENSORS AND MERCHANTS (IN-TELLIGENT AND SUCH OTHER INDIVIDUALS AND ENTITIES INDIVIDUALLY AND COLLECTIVELY REFERRED TO AS “IN-TELLIGENT RELATED PARTIES”) SHALL NOT BE RESPONSIBLE FOR, NOR BE LIABLE TO YOU OR ANY THIRD PARTY FOR, ANY DAMAGES OR OTHER MONETARY RELIEF, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES OR LOST PROFITS ARISING OUT OF OR RELATING IN ANY WAY TO THE APPLICATION, OR INFORMATION CONTAINED WITHIN THE APPLICATION, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF OR RELIANCE UPON ANY INFORMATION OBTAINED BY OR THROUGH THE APPLICATION, INCLUDING, BUT NOT LIMITED TO, MESSAGES RELATING TO SAFETY, WEATHER, TRAFFIC, FACILITY EVENTS, AND OTHER MATTERS (COLLECTIVELY, “MESSAGES”) AND YOUR CONDUCTING OF ANY TRANSACTIONS BY OR THROUGH THE APPLICATION. ADDITIONALLY, WITHOUT LIMITING THE FORCE OF THE FOREGOING LIMITATIONS OF LIABILITY AND DAMAGES AND ANY DISCLAIMER IN THIS AGREEMENT, TO THE MAXIMUM EXTENT AUTHORIZED BY LAW, THE TOTAL AGGREGATE AND COMBINED LIABILITY OF THE IN-TELLIGENT-RELATED PARTIES SHALL BE LIMITED TO THE AMOUNT OF MONEY, IF ANY, THAT YOU EXPENDED IN CONNECTION WITH THE TRANSACTION OR EVENT GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS APPLY IRRESPECTIVE OF WHETHER A CLAIM IS BROUGHT UNDER CONTRACT, TORT, WARRANTY OR OTHER THEORY. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU, AND YOU MAY HAVE RIGHTS IN ADDITION TO THOSE CONTAINED HEREIN. IN SUCH JURISDICTIONS, IN-TELLIGENT-RELATED PARTIES’ LIABILITY IS LIMITED TO THE MAXIMUM EXTENT ALLOWED BY LAW.
Disclaimer of Warranties
YOU AGREE AND ACKNOWLEDGE THAT USE OF THE APPLICATION IS WITHOUT WARRANTY OF ANY KIND AND THAT THE ACCESS TO AND USE OF THE APPLICATION IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW. ALL WARRANTIES ARE HEREBY DISCLAIMED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES BASED ON CUSTOM OR PRACTICE. APPLICABLE LAW MAY NOT ALLOW THE ABOVE EXCLUSION OF IMPLIED WARRANTIES, SO THE EXCLUSION MAY NOT APPLY TO YOU AND SHALL APPLY ONLY TO THE MAXIMUM EXTENT ALLOWED BY LAW. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY ANY USER FROM IN-TELLIGENT OR THE APPLICATION SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
FOR THE AVOIDANCE OF DOUBT, AND WITHOUT LIMITING THE FOREGOING, IN-TELLIGENT CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE OPERATION OF THE APPLICATION, ITS SERVER, OR USER CONTENT WILL BE ERROR-FREE, UNINTERRUPTED, TIMELY, SECURE, FREE FROM VIRUSES AND OTHER HARMFUL COMPONENTS, FREE FROM UNAUTHORIZED ACCESS (INCLUDING THIRD-PARTY HACKERS OR DENIAL OF SERVICE ATTACKS), OR OTHERWISE MEET YOUR REQUIREMENTS.
Additional Disclaimer Related to Third-Party Content and Links to Third-Party Sites
We may display on the Application user content, information, instructions, videos, services, products, functionality (such as maps, weather, and traffic information and tools) and other Materials from third parties, and links to third-party sites. The appearance of such Materials and external hyperlinks generated by third parties does not constitute endorsement by In-telligent or its affiliates of information contained in such Materials or of any content of the linked third-party site, and In-telligent does not verify or take responsibility for the accuracy, currency, completeness, or quality of the content contained on these sites. Therefore, neither In-telligent nor its affiliates will be responsible for any errors or omissions or for the results obtained from the use of such information contained on these sites.
IN NO EVENT WILL WE BE LIABLE, DIRECTLY OR INDIRECTLY, TO ANYONE FOR ANY DAMAGE OR LOSS ARISING FROM OR RELATING TO ANY USE, CONTINUED USE OR RELIANCE ON ANY THIRD-PARTY CONTENT DISPLAYED ON OR THROUGH THE APPLICATION, ANY PRODUCTS, SERVICES OR OTHER MATERIALS RELATING TO ANY SUCH CONTENT, ANY LINKED THIRD-PARTY SITE, OR ANY LINK CONTAINED IN A LINKED SITE.
YOU ACKNOWLEDGE THAT WE MAY PROVIDE THE OPERATOR OR OTHERS ASSOCIATED WITH THE OPERATOR (COLLECTIVELY, “OPERATORS”) THE ABILITY TO TRANSMIT MESSAGES THROUGH THE APPLICATION. UNDER NO CIRCUMSTANCES ARE IN-TELLIGENT-RELATED PARTIES OR THE OPERATORS LIABLE FOR THEIR FAILURE OR OF THE FAILURE OF THEIR TECHNOLOGY TO TRANSMIT A MESSAGE, THE TIMING OR DELAY IN TRANSMITTING A MESSAGE, THE CONTENT OR ACCURACY OF A MESSAGE, OR OTHER MISTRANSMISSION OF A MESSAGE WHETHER ON ITS OR THEIR OWN BEHALF OR BEHALF OF ANY FACILITY OR FACILITY OPERATOR, AND SUCH LIABILITY IS EXPRESSLY DISCLAIMED.
We agree to defend, indemnify, and hold You harmless from any loss, liability, claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of the Application as provided by In-telligent. In the event You seek indemnification, You shall inform In-telligent of a claim as soon as reasonably practicable after You receives notice of the claim, and not more than fourteen (14) days after You receive notice of the claims. You shall permit In-telligent to assume direction and control of the defense of the claim (including the right to settle the claim solely for monetary consideration) and shall cooperate as requested in the defense of the claim.
You agree to defend, indemnify and hold harmless the In-telligent and In-telligent Related Parties from any loss, liability, claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of Your modification or misuse of the Application, including without limitation, any information or content you submit to or through the Application, any material you download from the Application, or any interference with the operation of the Application.
Disclosure of Location Data
Using the Application to contact local emergency services may result in the provision of certain personal information, such as your location as required to render the requested emergency services. You agree that this is not only appropriate but expressly allowed.
Trademarks and Copyrights
In-telligent, the In-telligent logo, and other marks, logos, graphics, and trade dress used on the Application are In-telligent’s trademarks or the trademarks of third-party affiliates, and may not be used in any manner (including in “meta-tags” or “hidden text”) without our prior written approval. All content included on or in the Application, such as text, graphics, images, audio clips, video, data, music, software, and other Materials and all rights therein, are owned or licensed property of In-telligent or its suppliers, merchants, or licensors and is protected by copyright or other proprietary rights. Any unauthorized use of these Materials may violate trademark, copyright, patent, or other laws. You agree not to modify, reproduce, retransmit, distribute, disseminate, sell, publish, broadcast, or circulate any such Materials except as expressly permitted in the Agreement.
Notices and Electronic Communications
Except as explicitly stated otherwise, any notices you send to In-telligent shall be sent by email and regular mail at the addresses listed in the paragraph immediately below. In the case of legal notices In-telligent sends to you (for example, regarding this Agreement or the Privacy Statement), you consent to receive notices and other communications by In-telligent posting notices in the Application or links thereto or sending you an email at the email address listed in your profile in your account. You agree that all agreements, notices, disclosures, and other communications that In-telligent provides to you in accordance with the prior sentence satisfy any legal requirement that such communications be in writing. You agree that a printed version of this Agreement and/or any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Please note the following:
(a) In-telligent is located at 1 N Wacker Drive, Suite 3900, Chicago, Illinois 60606 USA;
(b) In-telligent does not charge fees for use of the Application; and
(c) if you have a question or complaint regarding this Application or In-telligent’s products or services, please send an email to email@example.com. You may also contact us by writing to the address above, or by calling us at (312) 526-3392.
In accordance with California Civil Code 1789.3, California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, California 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
In the event a dispute arises between you and In-telligent, as a condition precedent to bringing any litigation, you and In-telligent agree to first contact each other at the address provided above for In-telligent, and at the e-mail address provided by you in connection with your account, and provide a written description of the problem, how the party has been harmed, what the party is demanding, a statement of the merits of the claim, and a proposed resolution. In the event the proposed resolution is not acceptable, you and In-telligent shall, within thirty (30) days, make good faith efforts to resolve the matter through in-person or telephonic negotiation between you and a representative of In-telligent (either side may have, in addition to the parties, a lawyer present).
WITHOUT LIMITING THE EFFECT OF ANY DISCLAIMER CONTAINED HEREIN, ANY CAUSE OF ACTION YOU MAY HAVE WITH RESPECT TO YOUR USE OF THE APPLICATION MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CLAIM OR CAUSE OF ACTION ARISES.
This Agreement shall be governed and interpreted in accordance with the substantive law of the state of Illinois without regard to its conflict of law provisions. The parties agree that, to the maximum extent enforceable under applicable law, any litigation regarding use of the Application and the Agreement shall be brought in the state or federal courts in Cook County, Illinois. If applicable law does not permit forcing a party to litigate in Cook County, Illinois or if In-telligent otherwise agrees, any such litigation will be brought in the courts having jurisdiction over the county in which the events giving rise to the claim occurred. The Agreement has been written in the English language, and you agree that this English language version will govern your use of the Application, dispute proceedings, and other matters described in the Agreement.
In-telligent shall be excused from performance hereunder to the extent that performance is prevented, delayed, or obstructed by causes beyond our reasonable control such as strikes, riots, insurrection, fires, floods, explosions, war, governmental action, labor conditions, earthquakes, or natural disasters.
You may not assign any of your rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of In-telligent. Notwithstanding the foregoing, In-telligent may freely assign the Agreement, and the rights and obligations therein, without your consent, including but not limited to, in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets. Subject to the foregoing, the Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.
This Agreement, including the documents incorporated herein by reference, is the entire understanding and agreement between In-telligent and you with respect to the subject matter hereof.
The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision. In the event that any provision of this Agreement is found to be invalid or unenforceable, this Agreement shall be construed in accordance with its terms as if the invalid or unenforceable provision was not contained therein. No delay or failure by In-telligent to enforce any provision of this Agreement shall be a waiver of any of our rights under this Agreement.
Digital Millennium Copyright Act Notice Policy
We respect the intellectual property rights of others, and ask you to do the same. If you believe that your work has been posted on or in the Application in a way that constitutes copyright infringement, please contact us at the address below and provide the following information: (a) the identity of the copyrighted work that you claim has been infringed, or, if multiple copyrighted works are covered by the notice, a representative list of the copyrighted works that you claim have been infringed via the Application; (b) identification of the material that you claim is infringing (including sufficient information so that we may locate the material on the Application, such as the URL where such material may be found on the Application); (c) your street or mailing address, telephone number, and, if available, email address; (d) the following affirmation (if true): “I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., fair use).”; (e) the following affirmation (if true): “I hereby state that the above information in this Notice is accurate and, under penalty of perjury, that I am the copyright owner, or authorized to act on behalf of the owner of the copyright or of the exclusive right under the copyright allegedly infringed.”; (f) electronic or physical signature of the copyright owner or of a person authorized to act on behalf of the owner of the copyright or of any exclusive right under the copyright.
Company’s designated agent for notice of copyright infringement can be reached at:
Agent: Allan C Sutherland
In-telligent Properties LLC
1 N Wacker Drive, Suite 3900
Chicago, Illinois 60606 USA
Export Regulation and Government Restricted Rights
You may not use or otherwise export or re-export the Application except as authorized by United States law and the laws of the jurisdiction in which the Application was obtained. In particular, but without limitation, the Application may not be exported or re-exported (a) into any U.S.-embargoed countries or (b) to anyone on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Department of Commerce Denied Persons List or Entity List. By using the Application, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these products for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture, or production of nuclear, missile, or chemical or biological weapons.
The Application is deemed to be commercial computer software as defined in FAR 12.212 and subject to restricted rights as defined in FAR Section 52.227-19 “Commercial Computer Software-Restricted Rights” and DFARS 227.7202, “Rights in Commercial Computer Software or Commercial Computer Software Documentation”, as applicable, and any successor regulations. Any use, modification, reproduction release, performance, display or disclosure of the Application by the U.S. Government shall be solely in accordance with the terms of this Agreement.