Terms of Use

IMPORTANT: BY USING THE SERVICES (DEFINED BELOW) YOU ACCEPT THE FOLLOWING TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS SET FORTH HEREIN PLEASE DO NOT USE THE SERVICES.

1. Acceptance of Terms

The following agreement consists of the terms and conditions governing your ("you" or "user") access to and use of SiteAware Inc. or its affiliates’ ("Company" or "We") DCV repository  (collectively, the "Services"). These SiteAware TERMS OF USE together with the Privacy Policy available at: https://www.siteaware.com/privacy-policy (the "Terms") constitute a binding agreement between you, and if you use the Services on behalf of an organization between such organization and Company, and by continuing to use the Services (in whole or in part) in any way or manner you agree to abide by, and be bound, by these Terms. If you do not understand and/or agree to these Terms, you should immediately exit the Services and cease making any use of the Services.

We may unilaterally change or add to the terms of these Terms at any time. In the event of a material change, We shall notify you via email or by means of a prominent notice on the Services. You should check our Services periodically and review changes to the Terms at the following URL: https://www.siteaware.com/terms-of-use. By continuing to use the Services following such modifications, you agree to be bound by such modifications. If you are not comfortable with all of the provisions of these Terms, please do not use the Services.

2. License

Subject to the terms and conditions set forth herein, Company hereby grants to you, and you accept, a personal, non-exclusive, non-transferable, non-sublicensable, revocable, limited license to access and make non-commercial use of the Services only according to the terms of these Terms. The license shall be granted until terminated in accordance with the terms hereof.

3. Limitations on Use

Except as specifically permitted herein, you agree not to (i) sell, license (or sub-license), lease, assign, transfer, pledge, or share your account and/or any of your rights under these Terms with/to any third party; (ii) transfer, distribute, scrap, copy all or any part of the Services and/or the Company IPR (as defined below) and/or make the Services accessible via a public network or use the Services for time sharing or service bureau purposes; (iii) transmit or upload any viruses, spyware or other harmful, infringing, illegal, disruptive or destructive content, messages or files; (iv) copy, modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), make any attempt to discover the source code of the Services and/or any other software available on the Services or create derivative works thereof; (v) download or otherwise export or re-export the Services or underlying information or technology (a) into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Lebanon, Iran, Syria or any other country to which the U.S. and/or Israel has embargoed goods and services; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders; or (vi) penetrate or circumvent or attempt to penetrate or circumvent any technical restrictions or limitations included in the Services or their servers. You are solely responsible for obtaining, paying for, repairing and maintaining all the equipment, software, hardware and services required for getting access to and using the Services.

4. Ownership of Proprietary Rights

The Services, including without limitation any underlying data, software, platforms, algorithms, technology, design, UI, any information, services and features, Feedback (defined below) and any modifications, enhancements and derivatives thereof and all Intellectual Property Rights related thereto ("Company IPR") are the exclusive property of Company and/or its licensors who retain all right, title and interest in connection therewith.

No transfer or grant of any rights by Company is made or is to be implied by any provision of these Terms or by any other provision contained in the Services with respect to the Company IPR or otherwise, except for the limited license set forth in Section 2 above.

We appreciate hearing from our users and welcome your comments regarding the Services. Notwithstanding anything to the contrary herein, please be advised, however, that if you send us ideas, suggestions, inventions, or materials regarding the Services ("Feedback"), we shall: (i) own all right, title and interest in and to the Feedback without any restriction; (ii) not be subject to any obligation of confidentiality; and (iii) be entitled to unrestricted use of the Feedback for any purpose whatsoever, without compensation or credit to you or any other person. 

"Intellectual Property Rights" means worldwide, whether registered or not (a) rights associated with works of authorship, designs, mask works and photography including copyrights; (b) trademarks, service marks, domain names, logos, trade names, trade dress, the right to publicity and goodwill rights; (c) patents, patent applications and industrial designs; (d) trade secrets; (e) rights analogous to those set forth herein and any other proprietary rights relating to intangible property; (f) divisions, continuations, renewals, reissues and extensions of the foregoing (as applicable) now existing or hereafter filed, issued, or acquired.

5. Your Account

You are solely responsible for all actions performed in the Services under your user name and password. Keeping your password safe is your sole responsibility. If you have any reasons to suspect that your password was discovered by any third party or that there was an unauthorized access to your account you will immediately notify Company and modify your login information. The Services are intended for use by users at least eighteen (18) years old, you hereby declare that you are eighteen (18) years old or older and undertake to monitor your account to ensure that no minor under that age has access to the Services.

6. Privacy

Company's privacy practices are governed by Company's privacy policy, copy of which is attached as Exhibit A hereto ("Privacy Policy").

7. Disclaimer

YOU AGREE THAT YOUR USE OF THE SERVICES AND/OR THE COMPANY IPR SHALL BE AT YOUR OWN RISK. THE SERVICES, INCLUDING WITHOUT LIMITATION COMPANY IPR ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE.

COMPANY DOES NOT WARRANT THAT THE COMPANY IPR AND/OR THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THESE SERVICES OR THE SERVER(S) THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

8. Limitation of Liability

TO THE MAXIMUM PERMITTED UNDER LAW, UNDER NO CIRCUMSTANCES WHATSOEVER WILL COMPANY AND ITS AFFILIATES AND ITS AND THEIR PARTNERS, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSORS, SUBCONTRACTS AND SUPPLIERS BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY OTHER ENTITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, UNDER ANY LEGAL THEORY, WHETHER CONTRACT, TORT OR OTHERWISE FOR ANY DIRECT, COMPENSATORY, INDIRECT, INCIDENTAL, CONSEQUENTIAL INCLUDING WITHOUT LIMITATION ANY LOST INCOME OR OTHER TANGIBLE OR INTANGIBLE LOSSES, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES THAT RESULT FROM OR RELATE IN ANY MANNER WHATSOEVER TO YOUR USE OF THE SERVICES, OR COMPANY IPR, OR TO ANY ERRORS, INACCURACIES, OMISSIONS, DEFECTS, SECURITY BREACHES, OR ANY OTHER FAILURE TO PERFORM BY COMPANY. WITHOUT DEROGATING FROM THE FOREGOING, IF DESPITE THE FOREGOING COMPANY WILL BE FOUND LIABLE OR RESPONSIBLE BY A COMPETENT AUTHORITY, UNDER ANY LEGAL THEORY, COMPANY'S AGGREGATE LIABILITY SHALL NOT EXCEED THE AMOUNTS ACTUALLY PAID TO COMPANY BY COMPANY’S CUSTOMER ON BEHALF OF WHOM YOU USE THE SERVICES.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

9. Third Party Content

The Services contain content provided by third parties and links to outside services and resources. Company does not screen, monitor or control such content and services. Any concerns regarding any such linked service or resource should be directed to such particular service or resource provider. Such links and content are provided only as an informational resource, simply as a service and only for your convenience. Company is not responsible or liable for such links and/or content. Without derogating from the foregoing, should you leave the Services via a link contained herein and/or view content that is not provided by Company, you do so at your own risk and Company shall not be responsible or liable for damages or losses caused in connection therewith. In as much as you are redirected to linked sites, applications and content, We recommend you to carefully read and abide by the terms of use and privacy policies of such applications, sites and content.

10. Termination

We may terminate these Terms and/or suspend your right to access or use any portion or all of the Services and/or Company IPR immediately (including without limitation the license set forth in Section 2 above), at our sole discretion without notice. Upon termination you shall immediately cease using the Services and the following Sections shall survive: 1, 3 – 6, 8 – 11.

11. General

(i) These Terms shall be governed by and construed in accordance with the laws of the State of New York,  without regard to the principles of conflict of law therein. The parties consent to the exclusive jurisdiction of the courts of New York, State of New York. The application of the United Nations Convention of Contracts for the International Sale of Goods or other international laws is expressly excluded; (ii) notwithstanding the foregoing, in the event of breach or threatened breach by of any provision of these Terms by you, Company could suffer significant and irreparable harm that could not be satisfactorily compensated in monetary terms, and that the remedies at law available to Company may otherwise be inadequate and Company shall be entitled, in addition to any other remedies to which it may be entitled to under law or in equity, to the immediate ex parte issuance, without bond, of an equitable relief, including without limitation an injunctive relief, in any jurisdiction worldwide. You hereby acknowledge and agree that Company shall not be required to post bond as a condition to obtaining or exercising any such remedies, and you hereby waive any such requirement or condition; (iii) if any provision of these Terms is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and if such provision is determined to be invalid or unenforceable nonetheless, the provision shall be deemed to be severable from the remainder of these Terms and shall not cause the invalidity or unenforceability of the remainder of these Terms; (iv) You acknowledge and agree that Company has the right, at any time and for any reason, to redesign or modify the Company IPR and other elements of the Services or any part thereof; (v) these Terms are the entire agreement between you and Company regarding the subject matter herein; (vi) Company may assign these Terms, in whole or in part, in its sole discretion. You are not entitled to assign or otherwise transfer the Terms, or any of your rights or obligations hereunder, to any third party without the prior written consent of Company. Any unauthorized assignment will be void and of no force or effect; (vii) Company's failure to enforce any rights granted hereunder or to take action against you in the event of any breach hereunder shall not be deemed a waiver by Company as to subsequent enforcement of rights or subsequent actions in the event of future breaches; (viii) all waivers must be in writing. Any waiver or failure to enforce any provision of these Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion; (ix) ANY CAUSE OF ACTION INITIATED BY YOU AND ARISING OUT OF OR RELATED TO THE SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED AND YOU SHALL BE DEEMED TO WAIVE ANY CLAIM YOU MAY HAVE IN ESPECT THEREOF.

If you have any further questions or require further clarification, please contact us by sending an e-mail to: support@siteaware.com

 

Last Date Updated: January 31, 2021

Exhibit A

PRIVACY POLICY ("PRIVACY POLICY")

IMPORTANT: BY USING SITEAWARE INC.’S OR ITS AFFILIATES’ ("COMPANY" OR "WE") DCV REPOSITORY ("PORTAL") AND THE SERVICES (DEFINED BELOW) PROVIDED THEREIN, YOU ("YOU") CONSENT TO THE TERMS AND CONDITIONS OF THIS PRIVACY POLICY AND CONSENT THAT ALL PII (DEFINED BELOW) THAT YOU SUBMIT OR THAT IS PROCESSED, USED OR COLLECTED THROUGH THE SERVICES MAY BE PROCESSED BY THE COMPANY AND ITS AFFILIATES IN THE MANNER AND FOR THE PURPOSES DESCRIBED IN THIS PRIVACY POLICY.

WE DEFINE "PII" TO MEAN ANY INFORMATION RELATING TO AN IDENTIFIED OR IDENTIFIABLE NATURAL PERSON; AN IDENTIFIABLE NATURAL PERSON IS ONE WHO CAN BE IDENTIFIED, DIRECTLY OR INDIRECTLY, IN PARTICULAR BY REFERENCE TO AN IDENTIFIER SUCH AS A NAME, AN IDENTIFICATION NUMBER, LOCATION DATA, AN ONLINE IDENTIFIER OR TO ONE OR MORE FACTORS SPECIFIC TO THE PHYSICAL, PHYSIOLOGICAL, GENETIC, MENTAL, ECONOMIC, CULTURAL OR SOCIAL IDENTITY OF THAT NATURAL PERSON.

YOU ARE NOT LEGALLY REQUIRED TO PROVIDE US WITH PII, HOWEVER, SOME OF THE SERVICES REQUIRE YOU TO DO SO PURSUANT TO THIS PRIVACY POLICY. IN THESE CASES, IF YOU CHOOSE TO WITHHOLD OR DELETE ANY PII REQUESTED BY US, IT MAY NOT BE POSSIBLE FOR YOU TO ACCESS CERTAIN SERVICES. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS SET FORTH HEREIN, PLEASE DO NOT USE THE SERVICES.


We recognize that privacy is important. This Privacy Policy applies to the Portal and all of the software, services, information, tools, features, data and functionality available on the Portal offered by the Company or its subsidiaries, parent or affiliated companies ("Services") and covers how PII that the Company collects and receives, including in respect of any use of the Services, is treated. If you have any questions about this Privacy Policy, please feel free to contact us at: support@siteaware.com.

1. PII We Collect and How We Use It.

 In order to provide, operate, maintain and improve our Services, to understand usage trends and user preferences in order to adjust and personalize your use of the Services,  to open an account with our Services, to protect our Services from threatening activities, for compliance with applicable laws and regulations, or for enforcement of the relevant agreement or other legal rights, we may collect and process PII, including the following types of information: ​

1.1  PII You Provide.

For some of the features of the Services we ask you to provide PII, including full name, e-mail address, login and account information, such as username or similar identifier and password.

1.2 Third Parties.

We sometimes supplement or verify the PII that you provide with information that is received from third parties, such as your employer.

1.3 User Communications.

When you send an email or other communication to the Company, we may retain those communications in order to process your inquiries, respond to your requests and improve our Services. We may also send you newsletters and promotional communications. You may opt-out of this service at any time by clicking on the removal from the distribution list link at the bottom of each email.

1.4 User PII and Analytical Data.

When you use the Services, we may automatically receive and record information from your browser, including without limitation information and statistics about your online or offline status, your IP address, internet service provider, search history, cookie information, type of browser, your regional and language settings and software and hardware attributes. Our systems may automatically record and store technical information regarding the method and nature of your use of the Services, including without limitation which pages of the Services you viewed, exit and entrance pages and your use time of the Services. An IP address is a numeric code that identifies your device on a network, or in this case, the Internet. Your IP address is also used to gather broad demographic information. The Company uses all the PII that it collects to understand the usage trends, interests, behavior and preferences of its users. We may also disclose aggregated user statistics in order to describe our services to current and prospective business partners, and to other third parties for other lawful purposes.

2. Cookies. 

In order to collect or use the data described herein, we may use temporary cookies that remain on your device's cookies file for a limited period of time. We may also use persistent cookies that remain on your device's cookies file until the cookies are removed via your browser's settings in order to manage and maintain the Services and record your use of the Services and to understand the usage trends and preferences of our users. Cookies by themselves cannot be used to discover the identity of the user. A cookie is a small piece of information which is sent to and stored on your device. Cookies do not damage your device. Most browsers may allow you to block cookies, but you may not be able to use some features on the Services if you block them. You may set most browsers to notify you if you receive a cookie (this enables you to decide if you want to accept it or not).

3. Links. 

Links to third party services, sites, content, features and applications may be provided by the Company as a convenience to our users. The Company is not responsible for the privacy practices or the content of those third-party services, sites, content, features and applications and you visit them at your own risk. This Privacy Policy applies solely to PII collected or used by us.

4. Children.

 If you are a child under the age of 18, you must obtain parental consent prior to using our Services. The Company will not knowingly contact or engage with children under the age of 18 without said parental consent. If you have reason to believe that a child has provided us with their PII, please contact us at the address given above and we will endeavor to delete that PII from our databases.

5. Information Sharing.

The Company may share PII in the following circumstances: (a) when we process PII on behalf of our business customers, we share that information with them, in which event except for de-identified and aggregate information, which we control, we are merely the processors of your PII on behalf of our business customers who collect and process your PII. We require them to do so in accordance with applicable law, but we do not control their actions and therefore you are advised to review their privacy policies; (b) as required for the provision, maintenance and improvement of the Services; (c) when permitted by you; (d) if we become involved in a reorganization, merger, consolidation, acquisition, or any form of sale of some or all of our assets, with any type of entity, whether public, private, foreign or local; (e) to satisfy applicable law or prevention of fraud or harm, to enforce applicable agreements and/or their terms, including investigation of potential violations thereof; and/or (f) for processing PII on our behalf by our affiliates, agents, third party service providers, subcontractors and representatives. We require that our affiliates or other trusted businesses or persons processing PII on our behalf agree to process such information based on our instructions and in compliance with this Privacy Policy and any other appropriate confidentiality and security measures.

6. PII Security and Retention.

We follow generally accepted industry standards to protect against unauthorized access to or unauthorized alteration, disclosure or destruction of PII. However, no method of transmission over the Internet, or method of electronic storage, is 100% secure. Therefore, while we strive to use commercially acceptable means to protect your PII, we cannot guarantee its absolute security. We retain your PII only for as long as reasonably necessary for the purposes for which it was collected or to comply with any applicable legal or ethical reporting or document retention requirements.

7. Data Integrity.

The Company processes PII only for the purposes for which it was collected or used and in accordance with this Privacy Policy or any applicable service agreements. We review our data collection, usage, storage and processing practices to ensure that we only collect, use, store and process the PII needed to provide or improve our Services. We take reasonable steps to ensure that the PII we process is accurate, complete, and current, but we depend on our users to update or correct their PII whenever necessary. Nothing in this Privacy Policy is interpreted as an obligation to store information, and we may, at our own discretion, delete or avoid from recording and storing any and all information.

8. Enforcement.

The Company regularly reviews its compliance with this Privacy Policy. Please feel free to direct any questions or concerns regarding this Privacy Policy or our treatment of PII by contacting us as provided above. When we receive formal written complaints, it is the Company's policy to contact the complaining user regarding his or her concerns. We will cooperate with the appropriate regulatory authorities, including local data protection authorities, to resolve any complaints regarding the transfer of PII that cannot be resolved between the Company and an individual.

9. Changes to This Privacy Policy

The Company processes PII only for the purposes for which it was collected or used and in accordance with this Privacy Policy or any applicable service agreements. We review our data collection, usage, storage and processing practices to ensure that we only collect, use, store and process the PII needed to provide or improve our Services. We take reasonable steps to ensure that the PII we process is accurate, complete, and current, but we depend on our users to update or correct their PII whenever necessary. Nothing in this Privacy Policy is interpreted as an obligation to store information, and we may, at our own discretion, delete or avoid from recording and storing any and all information.

10. Consent to Processing.

By providing any PII to us pursuant to this Privacy Policy, all users, fully understand and unambiguously consent to this Privacy Policy and to the collection, usage and/or processing of such PII abroad. The server on which the Services are hosted and/or through which the Services are processed may be outside the country from which you access the Services and may be outside your country of residence. Some of the uses and disclosures mentioned in this Privacy Policy may involve the transfer of your PII to various countries around the world that may have different levels of privacy protection than your country. By submitting your PII through the Services, you consent, acknowledge, and agree that we may collect, use, transfer, and disclose your PII as described in this Privacy Policy.

11. Questions

If you have any questions about this Privacy Policy or concerns about the way we process your PII, please contact us at: support@siteaware.com

Last Date Updated: January 31, 2021