T&C

 

Last Updated: January 1, 2019

 
  1. Acceptance and Amendments of Terms and Conditions.  This technology Program of business intelligence tools and services and this website (together, the “Program”) is owned by Datafy LLC (the “Company”).  You may only use the Program if you accept these Terms and Conditions (the “Terms and Conditions”). We reserve the right to amend the Terms and Conditions and Privacy Policy at any time in our sole discretion.  It is your responsibility to review the current Terms and Conditions and Privacy Policy in force when using the Program. Amendments to the Terms and Conditions and Privacy Policy become effective upon posting anywhere on the Program. You automatically agree to these Terms and Conditions by logging onto the Datafy system or using the Program in any way.

  2. Use of the Program.  The Program involves an assessment of companies’ IT environments through the use of hundreds of TechIndicatorTM assessment metrics. This assessment gives companies an objective, systematic tool for scoring technology operations, analyzing risk, establishing benchmarks, and measuring the potential value of what an enterprise can gain. You agree that the scoring and information provided by the Company is subjective and unbiased. The Company has no obligation to provide you or any third party with a score, advice, or analysis of your choosing or liking. Nor will the Company adjust its score, advice, or analysis upon request. As part of the Program, you are permitted to temporarily download one copy of all analysis and result materials (the “Materials”) per assessed company for personal, non-commercial transitory viewing only. You may not sell, transfer, or otherwise distribute the Materials. Except where otherwise agreed by the Company in writing: you may not “mirror” the Materials on any server; you may not modify or copy the Materials. In some circumstances, the analysis of a company may be requested and paid for by a third party. In those situations, the third party is entitled to view the Materials as set out above, and the assessed company must make any request for the Materials through that third party. You agree not to decompile or reverse engineer any software contained on the Company’s website or the Program.

  3. Copyright.  Material on this Program is protected by copyright and other law and may not be copied, reproduced, distributed, republished, uploaded, posted, or transmitted in any way without the prior written consent of the Company.

  4. Trademarks.  All trademarks on this site are property of the Company. No license is granted with respect to these intellectual property rights, except where expressly set out herein, and no trademarks on this site may be used without prior permission from the Company.

  5. No Unlawful Purpose.  This Program is provided for lawful purposes only, and may not be used for any unlawful purposes. You agree that under some circumstances the Company may be legally obligated to disclose information obtained or collected from you to the appropriate authorities. You agree to release the Company and its employees from any and all claims, demands, or actions arising out of such disclosure by the Company.

  6. No Liability; Program Provided “As Is”.  The Company is not liable for any damages, harm, or injury that relate to, arise out of, or result from the use of, or access to, or the inability to use, any aspect of this Program. This Program is provided “as is,” and without warranties of any kind, express or implied.

  7. Restrictions on Access to Program.  We may restrict, suspend or terminate your access to this Program at any time if we believe that you have breached these Terms and Conditions.  Any such restriction, suspension or termination will be without prejudice to any rights which we may have against you in respect of your breach of these Terms and Conditions.

  8. Links to Other Website and Services. The Program may contain links to web sites other than the Company’s. The Company does not assume any responsibility for those sites and provides those links solely for the convenience of our visitors. The Company does not control the content of these sites and takes no responsibility for their content, nor should it be implied that the Company endorses or otherwise recommends such sites or the products or services offered. Any concerns regarding any such sites or the products or services offered should be directed to the particular outside service of resource.

  9. Responsibility and Age.  If you subscribe to or otherwise access the Program, you are responsible for maintaining the confidentiality of your account information and your password. You agree to accept responsibility for all activities that occur under your account or password. You represent that you are of sufficient legal age to use the Program and to create binding legal obligations for any liability you may incur as a result of the use of the Program.  Users under 18 years of age are prohibited from registering with the Company and using the Program.

  10. Accuracy of Information. The information presented in this Program has been compiled by the Company from internal and external sources, or provided by users. No representation is made or warranty given as to the completeness or accuracy of such information. The Company reserves the right to make changes to the information on the Program, or to the services described therein, or update such information at any time without notice, but the Company makes no commitment to correct or update this information.

  11. Indemnification.  You hereby agree to indemnify, defend, and hold harmless the Company, its directors, officers, employees, agents, licensors, attorneys, independent contractors, providers, subsidiaries, and affiliates from and against any and all claim, loss, expense or demand of liability, including attorneys’ fees and costs incurred, in connection with (i) your use or inability to use the Program; or (ii) any information submitted by you or collected about you on the Program. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the written consent of the Company.

  12. Disclaimer of Warranties.  THE INFORMATION, SERVICES, PRODUCTS, AND MATERIALS CONTAINED IN THIS PROGRAM, INCLUDING WITHOUT LIMITATION, INFORMATION, RATINGS, SCORING, ANALYSIS, TEXT, GRAPHICS, VIDEO, AUDIO, AND HYPERLINKS, ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF SATISFACTORY QUALITY, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, FREEDOM FROM COMPUTER VIRUS, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW. YOU ACKNOWLEDGE, BY YOUR USE OF THIS PROGRAM, THAT YOUR USE OF THIS PROGRAM IS AT YOUR SOLE RISK, AND THAT YOU ASSUME FULL RESPONSIBILITY FOR ALL COSTS ASSOCIATED WITH ANY USE OF THIS PROGRAM.

  13. Release and Limitation of Liability.  The Program is a system to assist subscribers and users in assessing the proficiency of the technologies and processes involved in their business. The quality of the analysis and reports provided in the Program are dependent on the information provided to the Company. You therefore agree to release the Company and its employees from any and all claims, demands, or damages (actual or consequential) of every kind and nature, known and unknown, suspected and unsuspected, related to the analysis and reports in the Program. You further agree to release the Company and its affiliated parties from any claims, demands, damages, liability, costs or expenses, of every kind and nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with (i) your use of the Program, (ii) reliance by any party on the analysis provided by Datafy. You agree that neither the Company nor its affiliated parties has any liability for any (i) indirect, special, incidental, or consequential damages, (ii) loss of profits, (iii) business interruption, (iv) loss of or damage to reputation, or (iv) loss of information or data.  Without limiting any other provision in these Terms and Conditions, the Company’s maximum aggregate liability to you for losses or damages you suffer in connection with the Program is limited to the greater of (i) the amount paid, if any, by you to the Company in connection with the services in the twelve (12) months prior to the action giving rise to the liability; and (ii) $100.  Your only right and remedy in case of dissatisfaction with the Program or any other grievance shall be your termination of your account and discontinuation of access to, or use of the Program.

  14. Waiver of Class Action Rights. By using the Program and agreeing to the Terms and Conditions, you hereby irrevocably waive any right you may have to join claims with those of others in the form of a class action or similar procedural device. Any claims arising out of, relating to, or connected with the Site or these Terms and Conditions must be asserted individually.

  15. Arbitration.  All disputes arising out of or relating to these Terms and Conditions or this Privacy Policy (including their formation, performance, or alleged breach), or your use of the Program, will be exclusively resolved under confidential binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its applicable commercial rules, provided, further, that any arbitrator shall be either an attorney or retired judge having significant and recognized experience with and knowledge of privacy issues and information technology. The arbitration panel shall apply New York law, without regard to its conflict of laws principles. In addition, the exclusive location for such arbitration shall be New York, NY. All decisions of the arbitration panel shall be final and binding on the parties, which waive any right to further appeal the arbitration award, to the extent an appeal may be lawfully waived. To the fullest extent permitted by applicable law, no arbitration under these Terms and Conditions will be joined to an arbitration involving any other party subject to these Terms and Conditions whether through class arbitration proceedings or otherwise. Notwithstanding the above, the Company will have the right to seek injunctive or other equitable relief in state or federal court located in New York to enforce these terms or prevent an infringement of a third party’s rights. In the event equitable relief is sought, each party hereby irrevocably submits to the personal jurisdiction of such court.

  16. Governing Law.  These Terms and Conditions shall be governed by the laws of the State of New York, without regard to its conflict of laws provisions. You consent and submit to the exclusive jurisdiction of the state and federal courts located in the State of New York, in all questions and controversies arising out of your use of the Program and these Terms and Conditions.  To the extent allowed by applicable law, any claim or cause of action arising from or relating to your access or use of the Program must be brought within one (1) years from the date on which such claim or action arose or accrued.  The Company controls and operates the Program from its headquarters in the United States of America and the Program may not be appropriate or available for use in other locations. If you use this Program outside the United States of America, you are responsible for following applicable local laws.