PLEASE READ THESE TERMS CAREFULLY. IF YOU DO NOT AGREE WITH THE TERMS, DO NOT USE THE APPLICATION.
ilos licenses the Application to business entities and other organizations (“Customers”) under the terms of a separate, written license agreement (a “License Agreement”). These Terms govern the use of the Application by the individual users whom Customers authorize to access and use the application.
Use of the Application constitutes acceptance of these Terms. These Terms will continue in force and effect for as long as you use the Application unless we inform you otherwise. We reserve the right to change the Terms at any time in our sole business discretion. We will make reasonable efforts to notify users of changes to the Terms via the Application.
Please note, capitalized terms that are defined in these Terms, such as “Customer” or “Application,” have the specific definitions given to them whenever they are used in these Terms.
Your ilos Account
You must have an ilos user account to use the Application (a “User Account”). Your User Account will be assigned to you by ilos or a Customer account administrator. ilos or your administrator have will have access to and may disable or change your User Account at any time.
Keep your username and password confidential. You are responsible for all use of the Application happening through your User Account. If you learn of any unauthorized use of your User Account, username, or password you should promptly contact ilos.
Use of the Application
ilos grants you the right to access and use the Application for the Customer’s purposes.
The Application is not intended for use by anyone under age 18. Upon registration you represent and warrant that you are age 18 or older. You may not use the Application if you are barred from doing so under the laws of the United States or other country, including the country or your permanent residence or from which you use the Application.
In using the application you must accept usage restrictions. We intend these so that we can retain control over the Application and make it consistently available to all our users.
Do not attempt to access or use the Application in any way other than through the standard interface. Do not attempt to rent, license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make the Application available to any third party. Do not use another software program or other technology to interoperate with, extract data or content, or scrape or frame any data or content from the Application. Do not attempt to copy or create derivative works based on the Application, either on your own or through any third party. Do not attempt to produce a source listing, decompile, disassemble, or otherwise reverse engineer the Application.
You are prohibited from interfering with or disrupting the performance of the Application by other users. Do not attempt to gain unauthorized access to any data stored in the Application.
You may not remove or obscure any notices or markings, including without limitation, copyright, trademark, or confidentiality notices, or ownership notices on the Application, including any screens displayed by the such product.
We reserve the right to terminate your access to and use of the Application immediately and without prior notice to you if you violate the foregoing restrictions on use or otherwise violate these Terms.
User Data; Privacy
ilos does not own the text, video, documents, data, files, trademarks, service marks, logos, graphics, or other information or content that you stores in or uses with the Application (the “User Data”). You have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all User Data. You hereby grant ilos a royalty-free, worldwide, non-exclusive right and license to use, reproduce, modify, edit, adapt, publish, distribute, perform and display User Data solely for the purpose of providing the Application functionality you and other users.
You acknowledge that ilos may contract with third party development, application hosting, or technology infrastructure services providers for purposes of providing the Application functionality (“Third Party Service Providers”). ilos will make reasonable commercial efforts to ensure that the Third Party Service Providers abide by any applicable terms and conditions of this Agreement. ilos is solely responsible for monitoring and supervising the work of the Third Party Service Providers.
Changes to the Application
We expect to review and evaluate the Application functionality on a continuing basis. We may add or remove functionality or features in our business discretion, and may suspend or stop some functionality.
We will make reasonable efforts to preserve User Data if we make changes to the Application. If we discontinue functionality, where reasonably possible, we will give you reasonable advance notice and a chance to get any affected User Data out of the Application.
Intellectual Property Rights.
ilos retains all ownership and intellectual property rights to the Application that are not specifically granted to Customers or users. We may use any technology, ideas, concepts, know-how, methods, and techniques related to the Application that we learn from users unless we specifically agree otherwise. Nothing in these Terms shall be construed to prevent us from developing, marketing, selling, or licensing software products that may include the same or similar functionality to the Application.
Using the Application does not give you any intellectual property rights in Application or any content stored in it other than your usage rights under these Terms. You may not use content from the Application unless you obtain permission from its owner or are otherwise permitted to do so by law. These Terms do not grant you the right to use any branding or logos used in the Application.
Some Application components or functionality may use or be based on free or open source software code (“Open Source Software”). Our use of the Open Source Software may be subject to license terms which override these Terms. We will notify you of any applicable Open Source Software licenses upon written request.
Any content owned or provided by other users of the Application is the sole responsibility of the user making it available. We may review content in our discretion and remove or refuse to display it if we believe that displaying it violates the law. Be aware: we do not actively review or monitor content submitted by users, so you view any content displayed by the Application at your own risk.
If you are a copyright owner and believe your copyrighted material has been used on Application in a manner that constitutes copyright infringement, please report the violation to our designated copyright agent by sending written and email notices to:
Att’n: Copyright Officer
14 Langer Circle,
West St. Paul, MN 55118
Please include the following information in your notice to us: (1) a detailed description of the allegedly infringed copyrighted material, (2) a description of the location of such material on the Application, (3) your contact information, including address, telephone number, and email address, if any, (4) your statement that you have a good faith belief that the allegedly infringing use is not authorized by the copyright owner, its agent or the law, (5) your statement, made under penalty of perjury, affirming that the information in your notice is accurate and that you are authorized to act on the copyright owner’s behalf, and (6) an electronic or physical signature of the copyright owner or someone authorized on the owner’s behalf to assert copyright infringement and to submit the statement.
Warranties and Disclaimer.
You understand and agree that these Terms create a legally binding contract governing your use of the Application. You warrant that your use of the Application will comply with all of your obligations to third parties and all applicable laws, rules, and regulations of all federal and state legal jurisdictions and governmental agencies.
You represent and warrant that: (1) you own or have secured sufficient intellectual property rights to the User Data to access and use the Application for its ordinary and intended use; (2) your User Data does and will not contain any content that is unlawful, threatening, harassing, profane, tortuous, defamatory, libelous, deceptive, fraudulent, or violates a person’s privacy or publicity rights; and (3) your User Data does and will not contain a software virus or other harmful component.
WE PROVIDE THE APPLICATION “AS IS.” WE DISCLAIM ALL IMPLIED WARRANTIES OR CONDITIONS CONCERNING THE PERFORMANCE, OPERATION, OR QUALITY OF THE APPLICATION, INCLUDING ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
TO THE FULLEST EXTENT ALLOWED BY LAW, WE WILL HAVE NO FINANCIAL LIABILITY TO INDIVIDUAL USERS FOR ANY AND ALL CLAIMS RELATING THEIR USE OF THE APPLICATION PURSUANT TO THESE TERMS.
TO THE FULLEST EXTENT ALLOWED BY LAW, WE WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF YOUR USE OF THE APPLICATION, INCLUDING LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA OR OTHER ECONOMIC ADVANTAGE.
IN ALL CASES, ilos, ITS THIRD PARTY SERVICE PROVIDERS, AND ITS LICENSORS, WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE.
All notices you provide to us concerning these Terms must be delivered in person or by means evidenced by a delivery receipt to our principal business office and addressed to the attention of the ilos Chief Executive Officer.
These Terms shall are governed by the laws of the State of Minnesota and applicable U.S. federal law. All legal actions to enforce or interpret these terms shall be commenced exclusively in the state or federal courts located in Hennepin or Ramsey Counties, Minnesota, and you consent to the exclusive jurisdiction and venue of such courts.
You may not assign or otherwise transfer your rights under this Terms without our prior written consent, which consent may be withheld for any reason in our sole discretion.
This Agreement shall be binding upon, and inure to the benefit of, the parties and their permitted respective successors and assigns.
Any waiver or failure by ilos to exercise its rights under these Terms will not create a continuing waiver of such rights. If any provision of these Terms is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired thereby, and will be interpreted, to the extent possible, to achieve the purposes as originally expressed in the invalid, illegal or unenforceable provision.
These Terms state our entire agreement with you concerning use of the Application. These Terms may be superseded by the express terms of our license or other agreements with a Customer.
Copyright © 2016 by ilos Co. All rights reserved.
Last Revised: April 6, 2016.