TERMS OF SERVICE
PLEASE READ THE FOLLOWING TERMS OF SERVICE AGREEMENT CAREFULLY. BY ACCESSING OR USING OUR SITES AND OUR SERVICES, YOU HEREBY AGREE TO BE BOUND BY THE TERMS AND ALL TERMS INCORPORATED HEREIN BY REFERENCE. IT IS THE RESPONSIBILITY OF YOU, THE USER, CUSTOMER, OR PROSPECTIVE CUSTOMER TO READ THE TERMS AND CONDITIONS BEFORE PROCEEDING TO USE THIS SITE. IF YOU DO NOT EXPRESSLY AGREE TO ALL OF THE TERMS AND CONDITIONS, THEN PLEASE DO NOT ACCESS OR USE OUR SITES OR OUR SERVICES. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE "YOU" OR "YOUR" SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT ACCEPT, AND YOU MAY NOT ACCESS OR USE OUR SITES OR OUR SERVICES. THIS TERMS OF SERVICE AGREEMENT IS EFFECTIVE AS OF AUGUST 22nd, 2020.
ACCEPTANCE OF TERMS
The following Terms of Service Agreement (the "TOS") is a legally binding agreement that shall govern the relationship with our users and others which may interact or interface with TEDIVO, LLC also known as BAPLIE Viewer Online, a Limited Liability Company registered in California USA, and our subsidiaries and affiliates, in association with the use of the BAPLIE Viewer Online website, which includes baplieviewer.com , (the "Site") and its Services, which shall be defined below.
DESCRIPTION OF WEBSITE SERVICES OFFERED
The Site is a tool to allow visualization of data contained within SMDG/EDIFACT ANSI X12 EDI (electronic data).
Any and all visitors to our site, despite whether they are registered or not, shall be deemed as "users" of the herein contained Services provided for the purpose of this TOS. Once an individual registers for our Services, through the process of creating an account, the user shall then be considered a "member". A member may be a specific individual using the service through the UI (User Interface), or an individual or third party system using the Service through an API (Application Programming Interface).
The user and/or member acknowledges and agrees that the Services provided and made available through our website and applications, which may include some mobile applications and that those applications may be made available on various social media networking sites and numerous other platforms and downloadable programs, are the sole property of TEDIVO, LLC. At its discretion, TEDIVO, LLC may offer additional website Services and/or products, or update, modify or revise any current content and Services, and this TOS shall apply to any and all additional Services and/or products and any and all updated, modified or revised Services unless otherwise stipulated. TEDIVO, LLC does hereby reserve the right to cancel and cease offering any of the aforementioned Services and/or products. You, as the end user and/or member, acknowledge, accept and agree that TEDIVO, LLC shall not be held liable for any such updates, modifications, revisions, suspensions or discontinuance of any of our Services and/or products. Your continued use of the Services provided, after such posting of any updates, changes, and/or modifications shall constitute your acceptance of such updates, changes and/or modifications, and as such, frequent review of this TOS and any and all applicable terms and policies should be made by you to ensure you are aware of all terms and policies currently in effect. Should you not agree to the updated, revised or modified terms, you must stop using the provided Services forthwith.
Furthermore, the user and/or member understands, acknowledges and agrees that the Services offered shall be provided "AS IS" and as such TEDIVO, LLC shall not assume any responsibility or obligation for the timeliness, missed delivery, deletion and/or any failure to store user content, communication or personalization settings.
To register and become a "member" of the Site, you must be at least 18 years of age to enter into and form a legally binding contract. In addition, you must be in good standing and not an individual that has been previously barred from receiving BAPLIE Viewer Online's Services under the laws and statutes of the United States or other applicable jurisdiction.
Furthermore, the registering party hereby acknowledges, understands and agrees to:
a) furnish factual, correct, current and complete information with regards to yourself as may be requested by the data registration process, and
b) maintain and promptly update your registration and profile information in an effort to maintain accuracy and completeness at all times.
If anyone knowingly provides any information of a false, untrue, inaccurate or incomplete nature, TEDIVO, LLC will have sufficient grounds and rights to suspend or terminate the member in violation of this aspect of the TOS, and as such refuse any and all current or future use of TEDIVO, LLC Services, or any portion thereof.
MEMBER ACCOUNT, USERNAME, PASSWORD AND SECURITY
When you set up an account, you are the sole authorized user of your account. When you set up or register for an account, you will select a password and username ("User ID"). You agree that the registration information you provide us about yourself (or your company if registering on behalf of an entity) is up to date, complete and accurate. During your registration process, you agree to the following:
a) You shall be responsible for maintaining the secrecy and confidentiality of your User ID and for all activities that transpire on or within your User ID.
b) You will not share your account or password with anyone, and you must protect the security of your account and your password.
c) If you are setting up a Member Account on behalf of an entity (Entity Account) needing multiple users, each user will be required to create a Member Account. The Member Account will be listed in a publicly accessible area of BAPLIE Viewer Online as a user of The Service. The number of Member Accounts allowed will be defined by the Account Agreement. A Member Account with Administrator privileges can add and remove users up to the Member Account Limit defined by your Account Agreement.
d) If you are setting up a Member Account on behalf of an entity needing access to The Service for multiple offices or facilities, each user will be required to register for a specific facility, and all services granted to each user will be limited to the specific facility they are associated with. A Member Account with administrator privileges can modify facility details, and add and remove facilities as required up to the facility count limit defined by your Account Agreement.
It is your responsibility for any act or omission of any user(s) that access your account information that, if undertaken by you, would be deemed a violation of the TOS. It shall be your responsibility to notify TEDIVO, LLC immediately if you notice any unauthorized access or use of your account or password or any other breach of security. TEDIVO, LLC shall not be held liable for any loss and/or damage arising from any failure to comply with this term and/or condition of the TOS. By signing up to our Services you understand and agree that TEDIVO, LLC is not responsible for your using the Services in a way that breaks the law. To be clear, you are not authorized to use the Services if your use of the Services is prohibited in any way by applicable law. If we determine, in our sole discretion, that you have failed to follow the rules above, we may discontinue access to our Services without notice, and revoke access to your User ID.
We make every effort to keep the site available, running smoothly, and virus and bug free. However, we are not responsible or liable for the site being temporarily unavailable due to technical issues beyond our control. We make no representations or warranties that functions available on the site will be uninterrupted or error free, that defects will be corrected, or that the site server is free of viruses or bugs. You understand that we cannot and do not guarantee or warrant that any content of the site will be free from infection, viruses and/or other code that has contaminating or destructive properties. You are responsible for implementing sufficient procedures and virus checks (including anti-virus and other security checks) to satisfy your particular requirements for the safety and reliability of data input and output. For additional details, please refer to our Service Level Agreement.
As a user or member of the Site, you herein acknowledge, understand and agree that all information, text, software, data, photographs, music, video, messages, tags or any other content, whether it is publicly or privately posted and/or transmitted, is the expressed sole responsibility of the individual from whom the content originated. In short, this means that you are solely responsible for any and all content posted, uploaded, emailed, transmitted or otherwise made available by way of the Site and/or the Services, and as such, we do not guarantee the accuracy, integrity or quality of such content. It is expressly understood that by use of our Services, you may be exposed to content including, but not limited to, any errors or omissions in any content posted, and/or any loss or damage of any kind incurred as a result of the use of any content posted, emailed, transmitted or otherwise made available by TEDIVO, LLC.
Furthermore, you herein agree not to make use of TEDIVO, LLC's Services for the purpose of:
a) uploading, posting, emailing, transmitting, or otherwise making available any content that shall be deemed unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or invasive of another's privacy or which is hateful, and/or racially, ethnically, or otherwise objectionable;
b) causing harm to minors in any manner whatsoever;
c) impersonating any individual or entity, including, but not limited to, any BAPLIE Viewer Online officials, forum leaders, guides or hosts or falsely stating or otherwise misrepresenting any affiliation with an individual or entity;
d) forging captions, headings or titles or otherwise offering any content that you personally have no right to pursuant to any law nor having any contractual or fiduciary relationship with;
e) uploading, posting, emailing, transmitting or otherwise offering any such content that may infringe upon any patent, copyright, trademark, or any other proprietary or intellectual rights of any other party;
f) uploading, posting, emailing, transmitting or otherwise offering any content that you do not personally have any right to offer pursuant to any law or in accordance with any contractual or fiduciary relationship;
g) uploading, posting, emailing, transmitting, or otherwise offering any unsolicited or unauthorized advertising, promotional flyers, "junk mail,"row"spam," or any other form of solicitation, except in any such areas that may have been designated for such purpose;
h) uploading, posting, emailing, transmitting, or otherwise offering any source that may contain a software virus or other computer code, any files and/or programs which have been designed to interfere, destroy and/or limit the operation of any computer software, hardware, or telecommunication equipment;
i) disrupting the normal flow of communication, or otherwise acting in any manner that would negatively affect other users' ability to participate in any real time interactions
j) interfering with or disrupting any TEDIVO, LLC Services, servers and/or networks that may be connected or related to our website, including, but not limited to, the use of any device software and/or routine to bypass the robot exclusion headers;
k) intentionally or unintentionally violating any local, state, federal, national or international law and any regulations having the force of law;
l) providing informational support or resources, concealing and/or disguising the character, location, and or source to any organization delegated by the United States government as a "foreign terrorist organization" in accordance to Section 219 of the Immigration Nationality Act;
m) "stalking" or with the intent to otherwise harass another individual; and/or
n) collecting or storing of any personal data relating to any other member or user in connection with the prohibited conduct and/or activities which have been set forth in the aforementioned paragraphs.
TEDIVO, LLC herein reserves the right to pre-screen, refuse and/or delete any content currently available through our Services. In addition, we reserve the right to remove and/or delete any such content that would violate the TOS or which would otherwise be considered offensive to other visitors, users and/or members.
TEDIVO, LLC herein reserves the right to access, preserve and/or disclose member account information and/or content if it is requested to do so by law or in good faith belief that any such action is deemed reasonably necessary for:
a) compliance with any legal process;
b) enforcement of the TOS;
c) responding to any claim that therein contained content is in violation of the rights of any third party;
d) responding to requests for customer service; or
e) protecting the rights, property or the personal safety of TEDIVO, LLC, its visitors, users and members, including the general public.
TEDIVO, LLC herein reserves the right to include the use of security components that may permit digital information or material to be protected, and that such use of information and/or material is subject to usage guidelines and regulations established by TEDIVO, LLC or any other content providers supplying content services to TEDIVO, LLC. You are hereby prohibited from making any attempt to override or circumvent any of the embedded usage rules in our Services. Furthermore, unauthorized reproduction, publication, distribution, or exhibition of any information or materials supplied by our Services, despite whether done so in whole or in part, is expressly prohibited.
Upon registration, you hereby acknowledge that by using baplieviewer.com to send electronic communications, which would include, but are not limited to, email, searches, instant messages, uploading of files, photos and/or videos, you will be causing communications to be sent through our computer network. Therefore, through your use, and thus your agreement with this TOS, you are acknowledging that the use of this Service shall result in interstate transmissions.
CAUTIONS FOR GLOBAL USE AND EXPORT AND IMPORT COMPLIANCE
Due to the global nature of the internet, through the use of our network you hereby agree to comply with all local rules relating to online conduct and that which is considered acceptable content. Uploading, posting and/or transferring of software, technology and other technical data may be subject to the export and import laws of the United States and possibly other countries. Through the use of our network, you thus agree to comply with all applicable export and import laws, statutes and regulations, including, but not limited to, the Export Administration Regulations (https://www.bis.doc.gov/index.php/regulations/export-administration-regulations-ear), as well as the sanctions control program of the United States ( http://www.treasury.gov/resource-center/sanctions/Programs/Pages/Programs.aspx). Furthermore, you state and pledge that you:
a) are not on the list of prohibited individuals which may be identified on any government export exclusion report (http://www.bis.doc.gov/complianceandenforcement/liststocheck.htm) nor a member of any other government which may be part of an export-prohibited country identified in applicable export and import laws and regulations;
b) agree not to transfer any software, technology or any other technical data through the use of our network Services to any export-prohibited country;
c) agree not to use our website network Services for any military, nuclear, missile, chemical or biological weaponry end uses that would be a violation of the U.S. export laws; and
d) agree not to post, transfer nor upload any software, technology or any other technical data which would be in violation of the U.S. or other applicable export and/or import laws.
CONTENT PLACED OR MADE AVAILABLE FOR COMPANY SERVICES
TEDIVO, LLC shall not lay claim to ownership of any content submitted by any visitor, member, or user, nor make such content available for inclusion on our website Services. Therefore, you hereby grant and allow for TEDIVO, LLC the below listed worldwide, royalty-free and non-exclusive licenses, as applicable:
a) For content submitted or made available for inclusion on the publicly accessible areas of TEDIVO, LLC's sites, you grant TEDIVO, LLC a limited license provided to permit to use, distribute, reproduce, modify, adapt, publicly perform and/or publicly display said Content on our network Services is for the sole purpose of providing and promoting the specific area to which this content was placed and/or made available for viewing. This license shall be available so long as you are a member of TEDIVO, LLC's sites, and shall terminate at such time when you elect to discontinue your membership.
b) Photos, audio, video and/or graphics submitted or made available for inclusion on the publicly accessible areas of TEDIVO, LLC's sites, the license provided to permit to use, distribute, reproduce, modify, adapt, publicly perform and/or publicly display said Content on our network Services for the sole purpose of providing and promoting the specific area in which this content was placed and/or made available for viewing.
c) For any other content submitted or made available for inclusion on the publicly accessible areas of TEDIVO, LLC's sites, the continuous, binding and completely sub-licensable license which is meant to permit to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and/or publicly display said content, whether in whole or in part, and the incorporation of any such Content into other works in any arrangement or medium current used or later developed.
Those areas which may be deemed "publicly accessible" areas of TEDIVO, LLC's sites are those such areas of our network properties which are meant to be available to the general public, and which would include message boards and groups that are openly available to users and members However, those areas which are not open to the public, and thus available to members only, would include our mail system and instant messaging.
CONTRIBUTIONS TO COMPANY WEBSITE
TEDIVO, LLC provides an area for our users and members to contribute feedback to our website. When you submit ideas, documents, suggestions and/or proposals ("Contributions") to our site, you acknowledge and agree that:
a) your contributions do not contain any type of confidential or proprietary information;
b) BAPLIE Viewer Online shall not be liable or under any obligation to ensure or maintain confidentiality, expressed or implied, related to any Contributions;
c) BAPLIE Viewer Online shall be entitled to make use of and/or disclose any such Contributions in any such manner as they may see fit;
d) the contributor's Contributions shall automatically become the sole property of BAPLIE Viewer Online; and
e) BAPLIE Viewer Online is under no obligation to either compensate or provide any form of reimbursement in any manner or nature.
f) BAPLIE Viewer Online is under no obligation to use or make changes to the Service based on any Contributions provided.
By accessing, registering for, using, or downloading our Services you agree to indemnify, defend and hold harmless TEDIVO, LLC, its officers, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers, or licensors from any liability, loss, claim and expense (including attorneys' reasonable fees) related to:
a) Any claim due to or arising out of your violation of the Terms of Service, including but not limited to a claim arising out of a breach of your representations or warranties made under these Terms of Service;
b) Your use of and/or access (or any use or access by a third party on your account) to the websites or Services;
c) Your violation of any third party right, including without limitation, any copyright, property, moral or privacy right; or
d) The unavailability of websites or Services.
In the event that a claim, suit, or action (“Suit”) is brought against you, we will provide notice of this Suit to your contact information we have on file.
COMMERCIAL REUSE OF SERVICES
The user herein agrees not to replicate, duplicate, copy, trade, sell, resell nor exploit for any commercial reason any part, use of, or access to BAPLIE Viewer Online's sites.
USE AND STORAGE GENERAL PRACTICES
You acknowledge that TEDIVO, LLC may set up any practices and/or limits regarding the use of our Services, including without limitation: the maximum number of days that any email, message posting or any other uploaded content shall be retained by TEDIVO, LLC; the maximum number of email messages that may be sent and/or received by any member; the maximum volume or size of any email message that may be sent from or may be received by an account on our Service; the maximum disk space allowable that shall be allocated on TEDIVO, LLC's servers on the member's behalf; and/or the maximum number of times and/or duration that any member may access our Services in a given period of time. In addition, you also agree that TEDIVO, LLC has absolutely no responsibility or liability for the removal or failure to maintain storage of any messages and/or other communications or content maintained or transmitted by our Services. You also acknowledge that we reserve the right to delete or remove any account that is no longer active for an extended period of time. Furthermore, TEDIVO, LLC shall reserve the right to modify, alter and/or update these general practices and limits at our discretion.
TEDIVO, LLC shall reserve the right at any time it may deem fit, to modify, alter and or discontinue, whether temporarily or permanently, our Service, or any part thereof, with or without prior notice. In addition, we shall not be held liable to you or to any third party for any such alteration, modification, suspension and/or discontinuance of our Services, or any part thereof.
As a member of baplieviewer.com, you may cancel or terminate your account, associated email address and/or access to our Services by submitting a cancellation or termination request to this address.
As a member, you agree that TEDIVO, LLC may, without any prior written notice, immediately suspend, terminate, discontinue and/or limit your account, any email associated with your account, and access to any of our Services. The cause for such termination, discontinuance, suspension and/or limitation of access shall include, but is not limited to:
a) any breach or violation of our TOS or any other incorporated agreement, regulation and/or guideline;
b) by way of requests from law enforcement or any other governmental agencies;
c) the discontinuance, alteration and/or material modification to our Services, or any part thereof;
d) unexpected technical or security issues and/or problems;
e) any extended periods of inactivity;
f) any engagement by you in any fraudulent or illegal activities; and/or
g) the nonpayment of any associated fees that may be owed by you in connection with your baplieviewer.com account Services.
Furthermore, you herein agree that any and all terminations, suspensions, discontinuances, and or limitations of access for cause shall be made at our sole discretion and that we shall not be liable to you or any other third party with regards to the termination of your account, associated email address and/or access to any of our Services.
The termination of your account with baplieviewer.com shall include any and/or all of the following:
a) the removal of any access to all or part of the Services offered within baplieviewer.com;
b) the deletion of your password and any and all related information, files, and any such content that may be associated with or inside your account, or any part thereof; and
c) the barring of any further use of all or part of our Services.
Any correspondence or business dealings with, or the participation in any promotions of, advertisers located on or through our Services, which may include the payment and/or delivery of such related goods and/or Services, and any such other term, condition, warranty and/or representation associated with such dealings, are and shall be solely between you and any such advertiser. Moreover, you herein agree that TEDIVO, LLC shall not be held responsible or liable for any loss or damage of any nature or manner incurred as a direct result of any such dealings or as a result of the presence of such advertisers on our website.
Either TEDIVO, LLC or any third parties may provide links to other websites and/or resources. Thus, you acknowledge and agree that we are not responsible for the availability of any such external sites or resources, and as such, we do not endorse nor are we responsible or liable for any content, products, advertising or any other materials, on or available from such third party sites or resources. Furthermore, you acknowledge and agree that TEDIVO, LLC shall not be responsible or liable, directly or indirectly, for any such damage or loss which may be a result of, caused or allegedly to be caused by or in connection with the use of or the reliance on any such content, goods or Services made available on or through any such site or resource.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT:
a) THE USE OF TEDIVO, LLC SERVICES AND SOFTWARE ARE AT THE SOLE RISK BY YOU. OUR SERVICES AND SOFTWARE SHALL BE PROVIDED ON AN "AS IS" AND/OR "AS AVAILABLE" BASIS. TEDIVO, LLC AND OUR SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
b) TEDIVO, LLC AND OUR SUBSIDIARIES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO SUCH WARRANTIES THAT (i) TEDIVO, LLC SERVICES OR SOFTWARE WILL MEET YOUR REQUIREMENTS; (ii) TEDIVO, LLC SERVICES OR SOFTWARE SHALL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THAT SUCH RESULTS WHICH MAY BE OBTAINED FROM THE USE OF THE TEDIVO, LLC SERVICES OR SOFTWARE WILL BE ACCURATE OR RELIABLE; (iv) QUALITY OF ANY PRODUCTS, SERVICES, ANY INFORMATION OR OTHER MATERIAL WHICH MAY BE PURCHASED OR OBTAINED BY YOU THROUGH OUR SERVICES OR SOFTWARE WILL MEET YOUR EXPECTATIONS; AND (v) THAT ANY SUCH ERRORS CONTAINED IN THE SOFTWARE SHALL BE CORRECTED.
c) ANY INFORMATION OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED BY WAY OF TEDIVO, LLC SERVICES OR SOFTWARE SHALL BE ACCESSED BY YOUR SOLE DISCRETION AND SOLE RISK, AND AS SUCH YOU SHALL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER AND/OR INTERNET ACCESS, DOWNLOADING AND/OR DISPLAYING, OR FOR ANY LOSS OF DATA THAT COULD RESULT FROM THE DOWNLOAD OF ANY SUCH INFORMATION OR MATERIAL.
d) NO ADVICE AND/OR INFORMATION, DESPITE WHETHER WRITTEN OR ORAL, THAT MAY BE OBTAINED BY YOU FROM TEDIVO, LLC OR BY WAY OF OR FROM OUR SERVICES OR SOFTWARE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
e) A SMALL PERCENTAGE OF SOME USERS MAY EXPERIENCE SOME DEGREE OF EPILEPTIC SEIZURE WHEN EXPOSED TO CERTAIN LIGHT PATTERNS OR BACKGROUNDS THAT MAY BE CONTAINED ON A COMPUTER SCREEN OR WHILE USING OUR SERVICES. CERTAIN CONDITIONS MAY INDUCE A PREVIOUSLY UNKNOWN CONDITION OR UNDETECTED EPILEPTIC SYMPTOM IN USERS WHO HAVE SHOWN NO HISTORY OF ANY PRIOR SEIZURE OR EPILEPSY. SHOULD YOU, ANYONE YOU KNOW OR ANYONE IN YOUR FAMILY HAVE AN EPILEPTIC CONDITION, PLEASE CONSULT A PHYSICIAN IF YOU EXPERIENCE ANY OF THE FOLLOWING SYMPTOMS WHILE USING OUR SERVICES: DIZZINESS, ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS, DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.
LIMITATION OF LIABILITY
YOU EXPLICITLY ACKNOWLEDGE, UNDERSTAND AND AGREE THAT TEDIVO, LLC AND OUR SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES WHICH MAY BE RELATED TO THE LOSS OF ANY PROFITS, GOODWILL, USE, DATA AND/OR OTHER INTANGIBLE LOSSES, EVEN THOUGH WE MAY HAVE BEEN ADVISED OF SUCH POSSIBILITY THAT SAID DAMAGES MAY OCCUR, AND RESULT FROM:
a) THE USE OR INABILITY TO USE OUR SERVICE;
b) THE COST OF PROCURING SUBSTITUTE GOODS AND SERVICES;
c) UNAUTHORIZED ACCESS TO OR THE ALTERATION OF YOUR TRANSMISSIONS AND/OR DATA;
d) STATEMENTS OR CONDUCT OF ANY SUCH THIRD PARTY ON OUR SERVICE;
e) AND ANY OTHER MATTER WHICH MAY BE RELATED TO OUR SERVICE.
In the event you have a dispute, you agree to release TEDIVO, LLC (and its officers, directors, employees, agents, parent subsidiaries, affiliates, co-branders, partners and any other third parties) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected or unsuspected, disclosed and undisclosed, arising out of or in any way connected to such dispute.
EXCLUSION AND LIMITATIONS
THERE ARE SOME JURISDICTIONS WHICH DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OF EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS OF SECTIONS WARRANTY DISCLAIMERS AND LIMITATION OF LIABILITY MAY NOT APPLY TO YOU.
THIRD PARTY BENEFICIARIES
You herein acknowledge, understand and agree, unless otherwise expressly provided in this TOS, that there shall be no third-party beneficiaries to this agreement.
TEDIVO, LLC may furnish you with notices, including those with regards to any changes to the TOS, including but not limited to email, regular mail, MMS or SMS, text messaging, postings on our website Services, or other reasonable means currently known or any which may be herein after developed. Any such notices may not be received if you violate any aspects of the TOS by accessing our Services in an unauthorized manner. Your acceptance of this TOS constitutes your agreement that you are deemed to have received any and all notices that would have been delivered had you accessed our Services in an authorized manner.
INTELLECTUAL PROPERTY RIGHTS AND LICENSES
The content provided by us on the Site and or in the Services, except all original user posts, comments, or user-supplied data, is owned by or is licensed to TEDIVO, LLC. This includes, but is not limited to the text, graphics, images, visual interfaces, graphics, design, compilation, information, computer code, products, software (including any downloadable software), services, and all other interactive features and elements of the Site created by and for TEDIVO, LLC (collectively, "Content"). Content also includes trademarks, service marks, and logos contained in our Site and or provided in the Services, as well as any software that may be subject to copyright, trademark, patent and other intellectual property rights under United States and foreign laws and international conventions. By registering for our Services, you are not granted a right or license to the Content, except under the terms of this TOS.
Our Content and Intellectual Property displayed on or provided on our Site and or our Services are provided to you AS IS, for your information, and personal use only. Content must not be used, manipulated, copied, reproduced, transmitted, distributed, broadcast, displayed, sold, licensed or otherwise exploited for any purpose whatsoever. This includes any use, copying, or distribution of Content obtained through the Site and the Services for any commercial purpose.
Users are granted a non-exclusive, revocable right to use the Site for its intended purpose provided that Users do not sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Content.
You agree not to use any trademarks, service marks, names, logos, or other identifiers of TEDIVO, LLC or its employees, licensors, independent contractors, advertisers, customers, providers and affiliates (collectively, "Affiliates") without the prior written permission of TEDIVO, LLC or the relevant Affiliate. In addition, you may not use our trademarks:
a) in, as, or as part of, your own trademarks or those of any third parties;
b) to identify products or services that are not those of TEDIVO, LLC;
c) in a manner likely to cause confusion; or
d) in a manner that implies inaccurately that TEDIVO, LLC sponsors or endorses or is otherwise connected with your own activities, products and services or those of third parties.
This TOS constitutes the entire agreement between you and TEDIVO, LLC and shall govern the use of our Services, superseding any prior version of this TOS between you and us with respect to TEDIVO, LLC Services. You may also be subject to additional terms and conditions that may apply when you use or purchase certain other TEDIVO, LLC services, affiliate services, third-party content or third-party software.
CHOICE OF LAW AND FORUM
It is at the mutual agreement of both you and TEDIVO, LLC with regard to the TOS that the relationship between the parties shall be governed by the laws of the state of California without regard to its conflict of law provisions and that any and all claims, causes of action and/or disputes, arising out of or relating to the TOS, or the relationship between you and TEDIVO, LLC, shall be filed within the courts having jurisdiction within the County of Los Angeles, California or the U.S. District Court located in said state. You and TEDIVO, LLC agree to submit to the jurisdiction of the courts as previously mentioned, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts. In any such action, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney's fees.
WAIVER AND SEVERABILITY OF TERMS
At any time, should TEDIVO, LLC fail to exercise or enforce any right or provision of the TOS, such failure shall not constitute a waiver of such right or provision. If any provision of this TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.
NO RIGHT OF SURVIVORSHIP NON-TRANSFERABILITY
You acknowledge, understand and agree that your account is non-transferable and any rights to your ID and/or contents within your account shall terminate upon your death. Upon receipt of a copy of a death certificate, your account may be terminated and all contents therein permanently deleted.
STATUTE OF LIMITATIONS
You acknowledge, understand and agree that regardless of any statute or law to the contrary, any claim or action arising out of or related to the use of our Services or the TOS must be filed within 1 year(s) after said claim or cause of action arose or shall be forever barred.
Please report any and all violations of this TOS to TEDIVO, LLC as follows:
Attn: Registered agent
LEGALINC CORPORATE SERVICES INC.
4778 Dewey Dr
Fair Oaks, CA 95628