Encaptiv Corporation Terms of Service

Acceptance of the Terms of Use

These terms of use are entered into by and between You and encaptivTM Corporation ("encaptiv", "we", or "us"). The following terms and conditions (these "Terms of Use") govern your access to and use of this website, including any content, functionality and services offered on or through the website (the "Site"). Please read the Terms of Use carefully before you start to use the Site. By clicking the accept button below you accept and agree to be bound by and abide by these Terms of Use and our Privacy Policy, found at www.encaptiv.com/privacy, and incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Site.

This Site is offered and available to users who are 18 years of age or older, and reside in the United States or any of its territories or possessions. By using this Site, you represent and warrant that you are of legal age to form a binding contract with the Site and meet all of the foregoing eligibility requirements. We make no claims that the Site or any of its content is accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws. If you do not meet all of these requirements, you must not access or use the Site.

Changes to the Terms of Use and Site Changes

Registration Policy

To access the Site or some of the resources it offers you may be asked to provide certain registration details or other information. It is a condition of your use of the Site that all the information you provide is correct, current and complete and you shall maintain the accuracy of such information. You agree that all information you provide to register with this Site is governed by our Privacy Policy. When you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You are responsible for all use of your account or password by others. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provisions of these Terms of Use. If your account is suspended or terminated, for any reason, you may not create a new account.

Reliance on Information Posted

The information presented on or through the Site is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Site, or by anyone who may be informed of any of its contents.

Electronic Communications

By visiting the Site or by sending e-mails to us, you are knowingly and voluntarily consenting to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this Site. By submitting a telephone number to us you agree that a representative of encaptivTM can contact you at the number you provide, potentially using automated technology (including texts/SMS messaging) or a pre-recorded message. Your consent is not an obligation to receive our services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. If you would like to opt out of receiving electronic communications from us you may do so by contacting us at support@encaptiv.com or by using the unsubscribe functions at the bottom of our communications.

Accessing the Site

We reserve the right to withdraw or amend this Site, and any service or material we provide on the Site, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Site, or the entire Site, to users, including registered users. You are responsible for:

Making all arrangements necessary for you to have access to the Site.
Ensuring that all persons who access the Site through your Internet connection are aware of these Terms of Use and comply with them.

Intellectual Property Rights

The trademarks, service marks, trade names, and trade dress on and copyrights to the content of this Site are the property of encaptivTM or its content suppliers and protected by United States and international laws. Nothing in this Site grants you any license or right to use any trademark, service mark, trade name or logo, copyright, trade dress, or other content displayed on this Site without prior written permission of encaptivTM. Your use or misuse of any intellectual property displayed on or used in connection with this encaptivTM, or any other content on this Site, is strictly prohibited. This restriction includes copying, reproducing, or modifying any content of this Site for any purpose other than your own personal use.

We welcome any comments you may have regarding the Site, its products and services. Any such comments or content you submit to us, such as remarks, suggestions, ideas, graphics, or other information, becomes and remains the exclusive property of encaptivTM, even if these Terms of Use or any other agreement you have entered into with us is later terminated or amended. This means that we do not have to treat any such submission (including, but not limited to, product or advertising ideas) as confidential. We will not pay you or anyone else for any information that you provide which is used by us. Additionally, you acknowledge that you have full responsibility for any such submissions you make, including its legality, reliability, appropriateness, originality, and copyright.

Prohibited Uses

You may use the Site only for lawful purposes and in accordance with these Terms of Use. You agree that you will not use the Site in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the U.S. or other countries) or is otherwise prohibited by these Terms of Use. You may not use the Site in any manner that could damage, disable, overburden, or impair the Site. You agree that you are responsible for your own conduct while using the Site and for any consequences thereof. You agree that encaptivTM shall decide, in its sole discretion, if your conduct violates any aspect of these Terms of Use and that encaptivTM may take whatever action it deems appropriate to address such violation, including without limitation notification of appropriate authorities and removal of your access to the Site and/or cancellation of any services.

Prohibited Uses

We have the right to disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy, take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site, and terminate or suspend your access to all or part of the Site for any or no reason, including without limitation, any violation of these Terms of Use. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Site. YOU WAIVE AND HOLD HARMLESS ENCAPTIV FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ENCAPTIV DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER ENCAPTIV OR LAW ENFORCEMENT AUTHORITIES.

We do not undertake to review all material before it is posted on the Site, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by a third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Infringement Claims

Infringement Notification Procedure. If you are an intellectual property rights owner or an agent thereof and believe that any content posted to this Site infringes upon your intellectual property rights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing the following information in writing (see 17 U.S.C. §512(c)(3) for further detail):

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Such information should be sent to support@encaptiv.com. You acknowledge that if you fail to comply with all of the requirements set forth above, your DMCA notice may not be valid.

Counternotice. If you have had your content removed under the above take-down procedure, and believe that the content is not infringing, you may send a counternotice containing the following information to support@encaptiv.com:

Your physical or electronic signature;

Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
A statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in Washington, D.C., and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counternotice is received by encaptivTM, encaptivTM may send a copy of the counternotice to the original complaining party informing that person that it may replace the removed content or cease disabling it in ten (10) business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in ten (10) to fourteen (14) business days or more after receipt of the counternotice, at encaptiv's sole discretion.

Information About You and Your Visits to the Site

All information we collect on this Site is subject to our Privacy Policy. By using the Site, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

If the Site contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to this Site, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

If you would like to link to our Site, you may only do so on the basis that you link to, but do not replicate, any page of our Site, and subject to the following conditions:

you do not in any way imply that we are endorsing any services or products unless this has been specifically agreed with us;
you do not misrepresent your relationship with us or present any false information about us;
you do not link from a website that is not owned by you; and
your website does not contain content that is offensive, controversial, infringes any intellectual property rights or other rights of any other person or does not comply in any way with the law of the United States of America.

If you choose to link our Site in breach of this Section, you shall fully indemnify us for any loss or damage suffered as a result of your actions.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the Internet or the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE SITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER ENCAPTIV NOR ANY PERSON ASSOCIATED WITH ENCAPTIV MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER ENCAPTIV NOR ANYONE ASSOCIATED WITH ENCAPTIV REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. ENCAPTIV HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

IN NO EVENT WILL ENCAPTIV, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify and hold harmless encaptivTM, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use, your use of the Site, or your use of any information obtained from the Site.

Governing Law and Jurisdiction

These Terms of Use are governed under the laws of the State of Connecticut without regard to its conflict of law provisions.

Waiver and Severability

No waiver by encaptivTM of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of encaptiv to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Entire Agreement

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and encaptivTM Corporation with respect to the Site and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Site.

Your Comments and Concerns

This Site is operated by encaptivTM Corporation, located at 9 W Broad Street, Suite 320, Stamford, CT 06902. All feedback, comments, requests for technical support and other communications relating to the Site should be directed to: support@encaptiv.com.