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Terms Of Use

Skyline Software Systems, Inc.

TERMS OF USE

Last Modified: January 4th 2016

THIS IS A LEGAL AGREEMENT (“AGREEMENT”) BETWEEN YOU AND SKYLINE SOFTWARE SYSTEMS, INC. (“SKYLINE”). “YOU” MEANS A USER OF THE SKYLINE WEBSITE AT www.skylinesoft.com OR ANY SUBDOMAINS (TOGETHER, THE “SITE”) OR OF ANY ASSOCIATED SERVICES, DOWNLOADABLE APPLICATIONS, FEATURES, OR INFORMATION WE OFFER (COLLECTIVELY, INCLUDING THE SITE, THE “SERVICE”). THIS AGREEMENT GOVERNS YOUR USE OF THE SERVICE. YOU SHOULD CAREFULLY READ THIS AGREEMENT.

BY USING OR ACCESSING THE SERVICE, OR BY REGISTERING ANOTHER PERSON (SUCH AS YOUR EMPLOYER) TO USE THE SERVICE, YOU AGREE THAT YOU AND ANY SUCH PERSON ARE BOUND BY THIS AGREEMENT. ANYONE WHO DOES NOT AGREE TO BE BOUND BY THIS AGREEMENT IS NOT PERMITTED TO USE THE SERVICE.

1.             Changes to this Agreement. Except with respect to Section 13.4 (Mandatory Arbitration), Skyline reserves the right, in its sole discretion, to change, modify, add to, supplement or delete any terms and conditions of this Agreement (including the Privacy Policy, which is incorporated into and a part of this Agreement) at any time by posting an updated version with a new “Last Modified” date. You should visit this page whenever you use the Service to learn if any terms have changed.  If any changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you must immediately stop using the Service. Your continued use of the Service following any revision to this Agreement constitutes your acceptance of any and all such changes.

2.             Access to the Service.

2.1.         Subject to your acceptance of and compliance with this Agreement (including the Section 8 Usage Rules), Skyline grants you a non-exclusive, non-transferable, revocable limited license to use the Service for personal and non-commercial purposes. You agree not to use the Service for any commercial or unlawful purpose, and not to copy or distribute the Service or the contents of the Service (including without limitation the software or any material posted on the Service’s blogs or member communities (the “Content”) except as specifically allowed in this Agreement.

2.2.         Skyline may change, modify, suspend, or discontinue the entire Service, or any aspect of the Service, at any time. Skyline may also impose limits on certain features or restrict or prohibit your access to parts or all of the Service at any time, all without notice or liability.

2.3.         You agree to be bound by any application-, tool-, or content-specific rules published within the Service or with that application or tool, which Skyline may modify or supplement in its discretion from time to time.

2.4.         You expressly agree that, except as expressly permitted by us, you will not share our Content with any other website or web publisher.

2.5.         Your use of the Service in violation of this Agreement will be regarded as an infringement of Skyline’s copyrights in and to the Service. Skyline reserves the right to terminate your access to the Service without notice if you violate this Agreement or for any reason in Skyline’s discretion.

 

3.             Ownership of Intellectual Property.

3.1.         Unless otherwise specified in writing, all materials that are part of the Service are owned, controlled, or licensed by Skyline and its licensors and are protected by law from unauthorized use. The entire contents of the Service are copyrighted under the United States copyright laws and/or similar laws of other jurisdictions. Skyline, and the Skyline logos, are trademarks of Skyline and may not be used without the express written permission of Skyline.

3.2.         You do not acquire any ownership rights by using the Service, or by downloading material from or uploading material to the Service.

3.3.         You agree not to copy, redistribute, publish or otherwise exploit material from the Service, except as expressly permitted herein, without the express prior written permission of Skyline.

3.4.         You hereby grant to Skyline an unlimited, non-exclusive, worldwide, perpetual, irrevocable, royal-free license, with unlimited sublicensing rights, to use all comments, feedback, blog or forum statements, suggestions, ideas, and other submissions disclosed, submitted, or offered to Skyline in connection with your use of the Service, including without limitation by email to Skyline (collectively, “Submissions”) in any manner Skyline may desire, including without limitation to make, have made, use, sell, offer to sell, import, reproduce, modify, create derivative versions of, distribute, publicly display and publicly perform such Submissions, in any and all forms and media now known or hereafter devised, including any public manner, without restriction, without compensation to you and without identifying you as the creator of the Submissions.

4.             Posting on Other Web Sites.

4.1.         Subject to your acceptance of and compliance with this Agreement, Skyline grants you a non-exclusive, non-transferable, revocable license to post screenshots from the Site, and to post any other materials Skyline specifically so authorizes, on your own personal web site or any third party web site that permits posting of content at the direction of users, provided that you properly attribute the image to Skyline. All of Skyline’s rights and remedies are expressly reserved, and Skyline may revoke this limited license, in whole or in part, upon notice.

4.2.         You agree to include, and to not remove or alter, Skyline’s trademark, copyright or other proprietary rights notices, as provided by Skyline on or in connection with the Service, when using or sharing content, or otherwise using the Service, and you agree to comply with usage guidelines that may be provided by Skyline from time to time. You agree that all goodwill that arises in connection with your use of Skyline trademarks inures exclusively to Skyline, and you agree not to challenge Skyline’s ownership or control of any Skyline trademarks, nor use or adopt any trademarks that might be confusingly similar to such Skyline trademarks.

5.             Passwords. You are responsible for all actions on the Service by you or under your Service password or account and for taking all reasonable steps to ensure that no unauthorized person has access to your password or account. Without limiting the foregoing, it is your sole responsibility to (1) control the dissemination and use of any login code and password; (2) authorize, monitor, and control access to and use of your Service account and password; (3) promptly inform Skyline of any need to deactivate a password. You grant Skyline and all other persons or entities involved in the operation of the Service the right to transmit, monitor, retrieve, store, and use any information recorded and/or stored in your account in connection with the operation of the Service.

 

6.             Privacy and Protection of Personal Information.

 

(a)           Skyline respects the privacy of visitors to and users of the Service. Information collected from you by Skyline is subject to the Skyline Privacy Policy at [ ]. You acknowledge and agree that the Skyline Privacy Policy, including, but not limited to, the manner in which Skyline collects, uses and discloses your personally identifiable information and non-personally identifiable information, is incorporated into and governed by this Agreement. By accepting this Agreement, you agree to all of the terms of the Skyline Privacy Policy. You further agree to comply with all applicable laws with respect to all information you may receive from Skyline.

(b)           Any information you share, including without limitation any discussions with others, in any online community area is by design open to the public and is not private.  The Skyline Parties (as defined in Section 9.1 below) reserve the right to, but shall not be obligated to, record any dialogue or exchanges in the community areas of the Service.  These Skyline Parties shall have no responsibility for any actions taken, or failures to take action, with respect to the community areas of the Service or any Submissions.  As with any public forum on any website, the information you post may show up in third-party search engine results.

7.             Child Online Protection Act Notification. Pursuant to 47 U.S.C. § 230(d) as amended, Skyline hereby notifies you that parental control protections (such as computer hardware, software, or filtering services) are commercially available to assist you in limiting access to material that is harmful to minors. Information identifying providers of such protection is available on the websites StaySafeOnline (http://staysafeonline.org/stay-safe-online/), GetNetWise (http://www.getnetwise.org/), and OnGuardOnline (http://www.onguardonline.com/). Please note that Skyline is not affiliated with the above listed sites, nor is the above intended as an endorsement of any of the products or services listed on such sites.

8.             Usage Rules. As a condition of your use of and access to the Service, you agree to comply with any application-or content-specific rules published within the Service, which Skyline may modify or supplement in its discretion from time to time (with notice of material changes, per Section 1). You also specifically agree that you will not:

(a)           copy or adapt the Service’s software including but not limited to Flash, PHP, HTML, Java, CSS, JavaScript or other code;

(b)           reverse engineer, decompile, reverse assemble, modify or attempt to discover any software (source code or object code) that the Service creates to generate web pages or any software or other products or processes accessible through the Service;

(c)           use or launch, develop or distribute any automated system, including, without limitation, any spider, robot (or "bot"), cheat utility, scraper or offline reader that accesses the Service, or use or launch any unauthorized script or other software;

(d)           distribute any virus, time bomb, trap door, or other harmful or disruptive computer code, mechanism or program;

(e)           cover or obscure any notice, legend, warning, banner or advertisement contained on the Service;

(f)            interfere with or circumvent any security feature of the Service or any feature that restricts or enforces limitations on use of or access to the Service;

(g)           violate any applicable law, including without limitation export laws;

(h)           harvest or otherwise collect information from the Service about others, including email addresses, without their permission;

(i)             infringe or violate the rights of any other party, including without limitation any intellectual property rights or rights of privacy or publicity;

(j)             be obscene, offensive, pornographic, fraudulent, deceptive, defamatory, threatening, harassing, abusive, slanderous, hateful, or cause embarrassment to any other person as determined by Skyline in its sole discretion;

 

(k)           transmit unsolicited messages, engage in “spam,” deliberately mislead anyone as to your identity, impersonate another, or falsely identify the source of any Submissions;

 

(l)             allow another person or entity to use your identity in order to access the Service or post or view Submissions; or

(m)          engage in conduct that conflicts with the spirit or intent of the Service, such as by disrupting the flow of dialogue in a public area, posting comments that are not related to the topic being discussed, restricting another user from using or enjoying the Service, or exposing Skyline or another to any liability or detriment of any kind.

 

9.             Disclaimers; Limitations; Waivers of Liability.

9.1.         YOU EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK AND THAT THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, NEITHER SKYLINE NOR ITS AFFILIATES OR SUBSIDIARIES, OR ANY OF THEIR DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS, CONTENT PROVIDERS, DISTRIBUTORS, VENDORS, LICENSEES OR LICENSORS (COLLECTIVELY, "SKYLINE PARTIES") WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, UNCORRUPTED, TIMELY, OR ERROR-FREE, OR THAT THE SERVICE OR THE CONTENT WILL BE ACCURATE, RELIABLE, COMPLETE, CURRENT, OR TIMELY.

 

9.2.         THE SKYLINE PARTIES DO NOT ENDORSE OR WARRANT OR HAVE ANY RESPONSIBILITY FOR ANY INSTITUTION OR PROGRAM, PRODUCT, SERVICE, OPINION, OR OTHER INFORMATION THAT MAY BE REFERENCED ON OR THROUGH THE SERVICE. THE SERVICE IS DESIGNED FOR INFORMATIONAL PURPOSES ONLY.

9.3.         THE SKYLINE PARTIES WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, PERSONAL INJURY/WRONGFUL DEATH, LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION, THE USE OR MISUSE OF SUBMISSIONS OR CONTENT IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICE, WHETHER OR NOT THE SKYLINE PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT THAT THE FOREGOING EXCLUSION OF LIABILITY IS FOUND BY A COURT OF COMPETENT JURISDICTION TO BE UNENFORCEABLE, AND A DETERMINATION IS MADE THAT SKYLINE IS LIABLE, THE PARTIES AGREE THAT THE CAP ON SUCH LIABILITY, AND THE MOST THE SKYLINE PARTIES WOULD BE LIABLE TO YOU FOR, IS THE AMOUNT YOU HAVE PAID SKYLINE IN THE NINETY (90) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT SUCH CLAIM.  FOR THE AVOIDANCE OF DOUBT, UNDER NO CIRCUMSTANCES WILL THE SKYLINE PARTIES BE LIABLE TO YOU FOR MORE THAN $500. 

9.4.         TO THE FULLEST EXTENT PERMITTED BY LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE SERVICE UNDER ANY CAUSE OR ACTION WHATSOEVER IN ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE).

9.5.         RELEASE.  In confirmation of the above disclaimers and limitations, you hereby release, discharge, and covenant not to sue the Skyline Parties from any and all liability, claims, actions, and expenses that may arise, whether caused by the negligence of the Skyline Parties, or otherwise, in connection with your use of the Service or your interaction with any party through or as a result of the Service. You agree that the provisions in this Section 9 will survive any termination of your account(s), the Service, or this Agreement.

10.          Indemnification. You agree to defend, indemnify and hold harmless the Skyline Parties from and against all liability, claims, actions and expenses, including attorneys' fees and costs, arising out of your use of the Service and/or your breach or alleged breach of any term, condition, obligation, representation or warranty in this Agreement. You agree that the provisions in this Section 10 will survive any termination of your Skyline account(s), the Service, or this Agreement.

11.          Objectionable Content/Copyright Takedown: If you believe your rights have been violated by, or you otherwise object to, any posting, content or information on the Service, please contact us promptly so we can evaluate the claim and take appropriate action. If your complaint includes a claim of copyright infringement, the following policy will apply:

Copyright Policy: It is Skyline’s policy to respond promptly to claims of copyright infringement, and to remove, or disable access to, infringing material. If you believe that any of the content or materials appearing on this Service contain infringements, please send a notice to our designated agent at the address stated below. Your notice should contain the following: a physical or electronic signature of a person (i.e., claimant) authorized to act on behalf of the copyright owner; identification of the copyrighted work claimed to be infringed; identification of the content or material claimed to be infringing; a reference or link to the infringing material or activity, or the subject of the infringing activity, including information to enable us to locate that material or reference; the address, telephone number or email address of the claimant; a statement that the claimant has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and a statement that the information in the notice is accurate and, under penalty of perjury, that the claimant is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Skyline will also terminate a user's account if a user is deemed to be a repeat infringer, namely, one who has been notified of bona fide infringing activity more than twice. Our designated agent, to whom you should direct your infringement claim (or other complaints), is:

Attention: Pini Goldman

Skyline Software Systems, Inc.

13873 Park Center Road, Suite 201

Herndon, VA 20171 USA

Telephone Number: (703) 378 3780

E-mail: info@skylinesoft.com

 

12.          Third Party Sites and Products. We may include links to third-party sites or services, or information about third-party products or services. You should review the terms of use and privacy policies of all sites and services you link to from or are referred to by our Service. We do not endorse or take responsibility for these third party offerings. We do not vet or take responsibility for third-party sites, services or products or the postings or communications of other users.

13.          Governing Law/Waiver of Injunctive Relief.

13.1.       This Agreement and all aspects of the Service will be governed by and construed in accordance with the internal laws of the United States and the Commonwealth of Virginia, U.S.A., governing contracts entered into and to be fully performed in Virginia (i.e., without regard to conflict of laws provisions) regardless of your location. With respect to any disputes or claims not subject to informal dispute resolution or arbitration (as set forth below), you agree not to commence or prosecute any action in connection therewith other than in the state or federal courts located in VIrginia, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts located in Virginia.

13.2.       You acknowledge that the rights granted and obligations made hereunder to Skyline are of a unique and irreplaceable nature, the loss of which will irreparably harm Skyline and which cannot be replaced by monetary damages alone so that Skyline will be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by you. You irrevocably waive all rights to seek injunctive or other equitable relief and agree to limit your claims to claims for monetary damages (if any).

13.3.       To expedite resolution and control the cost of any dispute, controversy or claim related to this Agreement ("Dispute"), you and Skyline agree to first attempt to negotiate any Dispute (except those Disputes expressly excluded by Section 13.6 below) informally for at least thirty (30) days before initiating any arbitration or court proceeding. Such informal negotiations commence upon written notice from one person to the other. You will send your notice to Skyline Software Systems, Inc. 13873 Park Center Road, Suite 201, Herndon, VA 20171 USA.

13.4.       Mandatory Arbitration. If you and Skyline are unable to resolve a Dispute through informal negotiations within 30 days, either you or Skyline may elect to have the Dispute (except those Disputes expressly excluded by Section 12.6 below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party will be final and binding on the other. YOU UNDERSTAND THAT ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration will be commenced and conducted under the Streamlined Arbitration Rules and Procedures (the “Rules”) of JAMS, which is available at the JAMS website www.jamsadr.com. The determination of whether a Dispute is subject to arbitration will be governed by the Federal Arbitration Act and determined by a court rather than an arbitrator. Your arbitration fees and your share of arbitrator compensation will be governed by the Rules. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by a party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so.

13.5.       Notwithstanding the above, you and Skyline agree that arbitration will be limited to the Dispute between Skyline and you individually. To the full extent permitted by law, (a) no arbitration will be joined with any other; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

13.6.       You and Skyline agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of your or Skyline’s intellectual property rights; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (c) any claim for injunctive relief or to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator.

14.          Waiver/Severability.

14.1.       The failure of Skyline to require or enforce strict performance by you of any provision of this Agreement or to exercise any right under any provision of this Agreement will not be construed as a waiver or relinquishment of Skyline’s right to assert or rely upon any such provision or right in that or any other instance.

14.2.       You and Skyline agree that if any portion of this Agreement, except any portion of Section 13.6, is found illegal or unenforceable, in whole or in part by any court of competent jurisdiction, such provision will, as to such jurisdiction, be ineffective to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of this Agreement, which will continue to be in full force and effect. If Section 13.6 is found to be illegal or unenforceable then neither you nor Skyline will elect to arbitrate any Dispute falling within that portion of Section 13.6 found to be illegal or unenforceable and such Dispute will be decided by a court of competent jurisdiction in Virginia, and you and Skyline agree to submit to the personal jurisdiction of that court.

15.          Miscellaneous. Skyline operates and controls the Service from its offices in the United States and makes no representation that the Service is appropriate or available in other locations. The information provided on the Service is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Skyline to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Service from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws apply. This Agreement is effective until terminated by either party. You may terminate this Agreement by destroying all Service-related materials obtained from the Service, Skyline or any other web site or source. The privileges granted to you under this Agreement will terminate immediately and automatically without notice from Skyline if, in our sole discretion, you fail to comply with any term or provision of this Agreement or for any reason in Skyline’s sole discretion.  Following the termination of this Agreement, your account(s), or the Service, Skyline shall retain all rights to the Submissions pursuant to this Agreement. Neither the course of conduct between the parties nor trade practice will modify this Agreement at any time. You may not assign this Agreement without Skyline’s prior written consent. This Agreement (including the Skyline Privacy Policy) contains the entire understanding of you and Skyline, supersedes all prior understandings between the parties concerning its subject matter, and cannot be changed or modified by you. The section headings used in this Agreement are for convenience only and will not be given any legal import. Upon Skyline’s request, you will furnish Skyline any documentation, substantiation or releases necessary to verify your compliance with this Agreement. You agree that this Agreement will not be construed against Skyline by virtue of drafting it. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and the lack of signing by the parties hereto.

16.          Statute of Limitations. You and Skyline both agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or this Agreement (including the Privacy Policy) must be filed within ONE (1) YEAR after such claim or cause of action arose or will be forever barred.