Terms of Use

INTRODUCTION

Appature Technologies provides software tools and solutions to sales and marketing organizations to help them better understand their customers, make more informed decisions, and increase revenue (the "Service," and together with other products and services offered from time to time by Appature Technologies, the "Services"). The Service is operated by Appature Technologies, a Washington corporation (together with its affiliates, "Appature"). By accessing and using the Appature website ("Website"), you agree to be bound by these Terms of Use whether or not you register as a customer of the Services ("Customer"). We encourage you to review these Terms of Use, along with the Privacy Policy, which is incorporated by reference herein, as they form a binding agreement between Appature and you.

These Terms of Use set out the legally binding terms for use of the Website and your Membership in the Service(s). Appature may modify these Terms of Use from time to time and such modification shall be effective upon posting by Appature on the Website. You agree to be bound to any changes to these Terms of Use when you use the Service(s) after any such modification is posted. These Terms of Use, include Appature’s policy of acceptable use and content posted on the Website, your rights, obligations, and restrictions regarding your use of the Website and the Service(s), and Appature’s Privacy Policy.

In addition, when using ANY particular Services, you shall be subject to additional terms (the "Additional Terms") and any posted guidelines or rules applicable to such services that may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into these Terms of Use.
1. BECOMING A CUSTOMER.

Accessing the Site and Becoming a Customer. THE WEBSITE IS INTENDED SOLELY FOR ACCESS AND USE BY INDIVIDUALS 18 YEARS OF AGE AND OLDER. BY ACCESSING AND USING THE WEBSITE, YOU ARE CERTIFYING THAT YOU ARE AT LEAST 18 YEARS OLD. While there are parts of the Website that are available only to individuals who purchase a fee-based Customer membership and services, there is no cost to visit our Website or use our non-fee based products or services. If you are merely surfing or browsing through the Website and have not yet registered to become a Customer, your use of the Website is still subject to these Terms of Use; if you do not agree to these Terms of Use, do not use the Website.

Your Information. When you register on the Website we will ask you to provide us with certain information about yourself and your company, if applicable, including, without limitation, your name, address, telephone number, email, or other electronic address, and applicable billing information (e.g., credit card number and expiration date) (collectively, "Your Information"). We will not collect or make use of Social Security Numbers of our Customers. Please review our Privacy Policy for clarification on how we may use Your Information and other information that you may provide or submit while using the Website and our Service(s). For your part, you represent and warrant to Appature and agree that all Your Information that you provide to us is complete, accurate, and up-to-date. You will notify us of any changes to Your Information.

Without limiting any of the foregoing, you are responsible for ensuring that the email address you submit to the Website as part of your registration and during the course of your account set-up is valid and that the services, software, or systems you use to access your email ("email Systems") do not block or filter the Service(s).

In order to cooperate with governmental requests, subpoenas or court orders, to protect our systems, or to ensure the integrity and operation of our business and systems, we may access and disclose any information we consider necessary or appropriate, including, without limitation, Your Information, IP address and traffic information, usage history, and content or information you have posted on the Website ("Content"). Our right to disclose any such information shall govern over any terms of our Privacy Policy.

Communications. From time to time we will send you communications, in keeping with our Privacy Policy and as otherwise permitted in these Terms of Use. Please note that any number of issues may interfere with your receipt of such communications, including, without limit, some types of email systems that may use filtering or blocking techniques that are intended to block email. Appature is not responsible for the actual delivery or your actual receipt of these communications.

By participating in any offline Appature event, you agree to release and hold Appature harmless from any and all losses, damages, rights, claims, and actions of any kind including, without limitation, personal injuries, death, and property damage, either directly or indirectly related to or arising from your participation in any such offline Appature event.
2. CUSTOMER CONDUCT.

USE OF THE SERVICE. You agree to use the Service in accordance with these Terms of Use and with applicable laws and regulations. Any use of the Service to commit either a civil or criminal wrong may result in, among other things, immediate termination of your account.

Any breach of your responsibilities as described in these Terms of Use may result in immediate termination of your Account. You specifically agree as follows:

   1. To provide true, accurate and complete information to Appature on registration. You agree to maintain and update such information to maintain its truth, accuracy, and completeness.
   2. When you become a Customer of Appature you will be provided with a unique user identifier, that is your registered email address ("User ID"). You must safeguard the User ID and password you use to access Appature Services. Appature will assume that any person using the Service with your User ID and password is either you or authorized to act for you and you are responsible for any such person’s actions.
   3. You will comply with all Appature policies and specifically with any policies established by Appature with respect to your use of the Service. Such terms and conditions will be displayed on the Appature website.

The following guidelines apply to and govern your use of the Services:

    * Do not remove any proprietary notice language in all copies of documents or materials provided in connection with your use of the Website;
    * Do not make additional representations or warranties relating to the Services and any documents provided in connection with the Services;
    * Do not use any deep-link, page-scrape, spider, or other automatic device, program, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Website or any Content, or in any way reproduce or circumvent the navigational structure of or presentation of the Website.
    * Do not use any devise, software, or routine to interfere or attempt to interfere with the proper working of the Website or the Services.
    * Do not upload, post, email, transmit, or otherwise make available ("Provide") any Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, harassing, threatening, harmful, humiliating, hateful, invasive of privacy or publicity rights, abusive, inflammatory, or otherwise objectionable;
    * Do not Provide any content that encourages a criminal offense or violates the rights of any party;
    * Do not violate any applicable local, state, national, and international law or regulation;
    * Do not Provide any correspondence from Appature or another party without such party's permission;
    * Do not interfere with, interrupt, destroy or limit the functionality of the Website or any computer software or hardware or telecommunications equipment; and
    * Do not try to gain unauthorized access to the Website, other Customer’s accounts, or computers connected to the Website.

Copyright Policy. You may not post, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of Appature to terminate account privileges of any Customer who repeatedly infringes copyright upon prompt notification to Appature by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Service(s) in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Website; your address, telephone number, and email address; a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Appature’s Copyright Agent for notice of claims of copyright infringement can be reached as follows: Copyright Agent, Appature Technologies, 720 3rd Avenue, 23rd Floor, Seattle, Washington 98104 USA.

After receiving a notification, Appature will process and investigate the notification and will take appropriate actions under the DMCA and other applicable intellectual property laws. Upon receipt of a notification that complies or substantially complies with the DMCA (as set forth above), Appature will act expeditiously to remove or disable access to any material claimed to be infringing or claimed to be the subject of infringing activity, and will act expeditiously to remove or disable access to any reference or link to material or activity that is claimed to be infringing. Appature will promptly take reasonable steps to notify the Member that is the subject of the notification that it has removed or disabled access to such material.

If you are subject to a notification, you may provide us with a counter notification by providing our designated Copyright Agent the following information in writing; (a) your physical or electronic signature; (b) identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; (c) a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and (d) your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which Appature may be found and that you will accept service of process from the person who provided the initial notification of alleged infringement.

Upon receipt of a proper counter notification under the DMCA (as set forth above), Appature will promptly provide the person who provided the initial notification with a copy of the counter notification and inform that person that it will replace the removed material or cease disabling access to it in ten (10) business days. Additionally, Appature will replace the removed material and cease disabling access to it not less than ten (10), nor more than fourteen (14) business days following receipt of the counter notice, unless Appature’ Designated Copyright Agent first receives notice from the person who submitted the initial notification that such person has filed an action seeking a court order to restrain you from engaging in infringing activity relating to the material on the Website.

When you use the Appature Services you are granting Appature certain rights to use the Content you submit or post through the Website. By submitting Content you grant us a royalty-free, worldwide, non-terminable, non-exclusive license to use, reproduce, modify, adapt, edit, market, publish, store, distribute, have distributed, publicly and privately display, communicate, publicly and privately perform, transmit, have transmitted, create derivative works based upon, and promote such Content (in whole or in part) in any medium now known or hereafter devised, for editorial, commercial, promotional and all other purposes including, without limitation, the right to publish your name in connection with your Content; and the right to sublicense any or all of these rights. You acknowledge that Appature owns all right, title, and interest in any compilation, collective work or other derivative work created using or incorporating the Content. Please remember that you are ultimately responsible for all Content that you provide and you warrant and represent to Appature that: (i) the Content does not and will not infringe on any copyright or any other third party right nor violate any applicable law or regulation; and (ii) you have the right to grant any and all necessary rights and licenses provided in this Section 2, including without limitation, all necessary copyright and other related rights to the Content, free and clear of all claims and encumbrances without violating the rights of any person or entity, including any right to privacy or publicity.
3. APPATURE PROPERTY AND PROPRIETARY INFORMATION RIGHTS.

The Website (and all of the material that it contains) including, but not limited to, the design, structure, selection, coordination, expression, look and feel, and arrangement of such material, is owned by Appature or its third party licensors and is protected by intellectual property and other laws throughout the world. Nothing found on the Website may be copied, reproduced, republished, distributed, sold, licensed, transferred, or modified without the express written permission of Appature. In addition, the trademarks, logos, and service marks displayed on the website are the property of Appature or its licensors. If you are aware of material on the Website that infringes copyright, please contact us through the Copyright Policy process, which is described above.

UNAUTHORIZED USE, COPYING, REPRODUCTION, MODIFICATION, REPUBLISHING, UPLOADING, DOWNLOADING, POSTING, TRANSMITTING, DISTRIBUTING, DUPLICATING, PERFORMING, DISPLAYING, SELLING, OR ANY OTHER MISUSE OF ANY PART OF THE WEBSITE IS PROHIBITED. Nothing contained in these Terms of Use or in the materials on the Website should be construed as granting, by implication, estoppel or otherwise, any license or right to use any material in any manner without the prior written consent of Appature or such third party that may own the material or intellectual property displayed on this Website. In addition, use of the content or materials for any purpose not expressly permitted in these Terms of Use is prohibited.
4. AVAILABILITY OF SERVICES.

Appature does not provide you with access to the Internet or the equipment necessary to access the Internet or the Website or Services. You are responsible for the fees charged by other parties to obtain access to our Website and Services (by way of example only, Internet service provider or airtime charges) and for providing the equipment necessary to access the Website and Services. From time to time Appature may modify, suspend, or discontinue any of the Services offered on our Website without notice to you. Appature shall not be liable to you for any modification, suspension, or discontinuance of Services. Appature may establish certain policies and practices concerning use of the Services, including without limitation the maximum number of email messages, postings, or other Content that can be sent through our Services and the number of days that these items will be retained on our systems. Appature has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by or through our Services. We reserve the right to change our practices and policies at any time, in our sole discretion, with or without notice to you.
5. THIRD-PARTY OFFERS.

We may allow other companies to offer you products and services, including offers through our Website or via email. Whether or not you decide to participate in such an offer is up to you. Your participation in any of these offers, including payment and delivery of related goods or services and the terms, conditions, warranties, or representations associated with such offers, is solely between you and the third-party company. You agree that Appature shall not be liable for any costs or damages you may incur resulting from your decision to enter such transactions.
6. LINKING TO OR FROM OUR WEBSITE.

You cannot link to our Website without our prior written consent. While our Website may have links to the websites of other companies and parties, Appature has no control over those websites. Appature is not responsible or liable for any content, advertising, products, services, or other materials on or available from those websites. Appature is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, advertising, products, services, or other materials on those websites.
7. TERMINATION/CANCELLATION.

These Terms of Use shall remain in full force and effect while you use the Website, the Service(s), and/or are a Customer. You may terminate your registration at any time by contacting our Customer Service Department at customerservice@appatureinc.com. If you have a dispute with us relating to the Website or the Services, you may cancel your account or cease use of the Website. The cancellation of your account or ceasing all use of our Website is your sole and exclusive remedy with respect to any such dispute that you may have with us. We will attempt to process all cancellation requests within seventy-two (72) hours after we receive your request. If you have purchased a fee-based Service from us, any such termination or cancellation is subject to the termination provisions described in the Service agreement. If we determine, in our sole discretion, that you are not in compliance with these Terms of Use, we reserve the right to terminate your account upon sending email notice to you at the email address you provide in your customer application or such other email address as you subsequently provide to Appature. Upon any termination or cancellation of your account, we may immediately deactivate or delete your account and all related information and/or bar any further access to your account or information. Even after your account is terminated, these Terms of Use will remain in effect, including Sections 3, 9-12.
8. PRIVACY.

Appature believes strongly in protecting the privacy of users of the Website and providing you with notice of our collection and use of data, including personally identifying information collected from the Website. Therefore, Appature has adopted a Privacy Policy, which is incorporated herein by reference, that you should read to fully understand how we collect and use information.
9. DISCLAIMER OF WARRANTIES.

YOU UNDERSTAND AND AGREE THAT:

OUR WEBSITE AND THE SERVICES PROVIDED THROUGH IT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. APPATURE DISCLAIMS TO THE FULLEST EXTENT PERMISSIBLE BY LAW, AND YOU WAIVE, ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THE FUNCTIONS, MATERIALS AND CONTENT OF THE WEBSITE ARE NOT WARRANTED TO BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, AND APPATURE MAKES NO WARRANTY THAT THE INFORMATION ON THE WEBSITE WILL BE ACCURATE, CURRENT OR RELIABLE OR THAT THE QUALITY ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR EXPECTATIONS. APPATURE DISCLAIMS ANY RESPONSIBILITY FOR THE DELETION, FAILURE TO STORE, MISDELIVERY, OR UNTIMELY DELIVERY OF ANY INFORMATION OR MATERIAL. YOU ASSUME THE ENTIRE RISK OF LOSS AND DAMAGE DUE TO YOUR USE OF THE WEBSITE, INCLUDING BUT NOT LIMITED TO THE COST OF REPAIRS OR CORRECTIONS TO YOUR HARDWARE OR SOFTWARE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, AND AS A CONSEQUENCE SOME OF THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU.
10. CHOICE OF LAW AND VENUE.

The Terms of Use, your access and use of the Website and Services, and the relationship between you and Appature is governed by the laws of the State of Washington, without giving effect to its conflict of law provisions. Appature and you both agree to submit to the personal and exclusive jurisdiction of the courts of the State of Washington. You are responsible for complying with local laws, if and to the extent local laws are applicable. Notwithstanding the foregoing, Appature shall have the right to commence and prosecute any legal or equitable action or proceeding before any United States or non-United States court of competent jurisdiction to obtain injunctive or other relief in Appature’ sole discretion. Regardless of any statute or law to the contrary, any claim or cause of action by you arising out of or related to use of the Website or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred.
11. COPYRIGHT AND TRADEMARK NOTICE.

Website and all its contents are Copyright © 2007-2008 Appature Technologies. All rights reserved. Appature, Appaturetech.com, Appature CRM and all the brands of other Appature products and services shown herein are the trademarks or registered trademarks of Appature Technologies. Other trademarks belong to their respective owners.
12. MISCELLANEOUS TERMS.

Our relationship is not one of agency or partnership and neither you nor Appature shall be deemed to be a partner, employee, fiduciary, agent, or representative of the other by your use of the Website. You may not assign or transfer your rights to any third party. The terms and conditions in these Terms of Use are severable. In the event that any provision is determined to be unenforceable or invalid, such provision shall still be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions. If Appature fails to enforce any provision of the Terms of Use it shall not constitute a waiver of such provision. These Terms of Use may be modified only by Appature posting changes to the Terms of Use on the Website. Each time you access the Website, you will be deemed to have accepted any such changes in effect at the time of access. We may assign our rights and obligations under the Terms of Use. These Terms of Use will inure to the benefit of Appature’s successors, assigns, and licensees. The failure of either party to insist upon or enforce the strict performance of the other party with respect to any provision of the Terms of Use, or to exercise any right thereunder, will not be construed as a waiver or relinquishment to any extent of such party's right to assert or rely upon any such provision or right in that or any other instance; rather, the same will be and remain in full force and effect. These Terms of Use, the attachments thereto, and the documents incorporated by reference, constitute the entire understanding between us regarding your access to, license, and use of the Website and our Services, and they supersede any prior agreements, statements or representations with respect to the same.

   1. Privacy. Use of the Website and/or the Service is also governed by our Privacy Policy.
   2. Disclaimers. Appature (and its parents, subsidiaries, and affiliates, and their respective owners, directors, officers, employees, licensors, and agents) is not responsible for any incorrect or inaccurate Content posted on the Website or in connection with the Service(s) provided, whether caused by users of the Website, Customers or by any of the equipment or programming associated with or utilized in the Service. Appature is not responsible for the conduct, whether online or offline, of any user of the Website or Member of the Service. Appature assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any user or Member communication. Appature is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or at any Website or combination thereof, including any injury or damage to users and/or Customers or to any person's computer related to or resulting from participation or downloading materials in connection with the Website and/or in connection with the Service. Under no circumstances shall Appature be responsible for any loss or damage, including personal injury or death, resulting from use of the Website or the Service or from any Content posted on the Website or transmitted to Members, or any interactions between users of the Website, whether online or offline. The Website and the Service are provided "AS-IS" and Appature expressly disclaims any warranty of fitness for a particular purpose or non-infringement. Appature cannot guarantee and does not promise any specific results from use of the Website and/or the Service.
   3. Limitation on Liability. IN NO EVENT SHALL Appature its subsidiaries, affiliates, employees, directors, or agents BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE WEBSITE OR THE SERVICE, EVEN IF Appature HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, APPATURE’ LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO AMOUNT PAID, IF ANY, BY YOU TO Appature FOR THE SERVICE(S) DURING THE TERM OF MEMBERSHIP.
   4. U.S. Export Controls. Software from this Website (the "Software") is further subject to United States export controls. No Software may be downloaded from the Website or otherwise exported or re-exported (i) into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other Country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading or using the Software, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.
   5. Indemnity. You agree to indemnify and hold Appature, its subsidiaries, affiliates, officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the Service in violation of these Terms of Use and/or arising from a breach of these Terms of Use and/or any breach of your representations and warranties set forth above.
   6. Other. These Terms of Use is accepted upon your use of the Website and is further affirmed by you becoming a Member of the Service. These Terms of Use constitutes the entire agreement between you and Appature regarding the use of the Website and/or the Service. The failure of Appature to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. The section titles in these Terms of Use are for convenience only and have no legal or contractual effect. Please contact us with any questions regarding these Terms of Use.