Date of Last Revision: May 15, 2020
- Acceptance of the Terms and Conditions.
1.2 . If you are accepting this Agreement on behalf of a company, organization, government or other legal entity, you represent and warrant that you are authorized to do so, and the entity agrees to be legally bound by this Agreement.
1.3 The Site and Content are available only to persons who are the age of majority and can form legally binding contracts under applicable law. Without limiting the foregoing, the Site and Content are not intended to be used by individuals under the age of 18. If you do not qualify, please do not access the Site or use the Content.
- User Information.
2.2 You may be held liable for losses incurred by Datical or any other user of or visitor to this Site due to the use of your Datical ID, password, or account by another person.
2.3 Access to and use of password-protected and/or secure areas of this Site is restricted to authorized users only. You may not use anyone else’s Datical ID, password, or account at any time without the express permission and consent of the holder of that Datical ID, password, or account. Datical will not be liable for any loss or damage arising from your failure to comply with these obligations. You accept all risks of unauthorized access due to the use of your Datical ID, password, account or Registration Data by another person.
2.4 Any information submitted or provided by you to the Site might be publicly accessible. Important and private information should be protected by you. Datical is not liable for protection of privacy of electronic mail or other information transferred through the Internet or any other network that you may use.
- Use of the Site.
3.1 This Site contains material including, but not limited to, software, text, data, information, user or visual interfaces, graphics, artwork and images (collectively referred to as the “Content”). We may own the Content or portions of the Content may be made available to us through arrangements that we have with third parties. The Content is protected by United States and foreign intellectual property laws. Unauthorized use of the Content may result in violation of copyright, trademark, and other laws. You have no rights in or to the Content, and you will not use, copy or display the Content except as permitted under this Agreement. No other use is permitted without our prior written consent. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative work of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of any of the Content on any other website or in a networked computer environment for any purpose is expressly prohibited. None of the Content may be retransmitted without the express written consent from Datical for each and every instance. If you violate any part of this Agreement, your right to access and/or use the Content and Site will automatically terminate and you will immediately destroy any copies you have made of the Content.
3.2 Certain areas of this Site may allow you to post feedback and content, including your experiences, advice, recommendations, opinions, information, messages, or other material (“Feedback and Materials”). Please be aware that these areas may be public and not confidential. You may only post your Feedback and Materials where you have permission to post. You may not post any content that violates this Agreement or any third party rights.Datical will not pre-screen, review or monitor your Feedback and Materials or the Feedback and Materials posted by other users or visitors of the Site, but Datical reserves the right in its sole discretion to delete, move, or edit any such Feedback and Materials.
3.3 Datical does not guarantee the accuracy, integrity or quality of any Content or Feedback and Materials. Under no circumstances will Datical be liable in any way for any Content or Feedback and Materials, including liability for any errors or omissions in any Content, Feedback and Materials or for any loss or damage of any kind incurred as a result of the use of any Content or Feedback and Materials posted, emailed or otherwise transmitted via the Site.
3.4 Your rights to access, download and/or use any Datical products or services made available through the Site will be subject to the terms and conditions of the agreement identified on the Site and/or in connection with such products and services applicable to each such product or service, and you agree to comply with those terms and conditions.
3.5 You may only use the Site for lawful purposes and not for any illegal activities. Using the Site in an illegal, abusive or otherwise inappropriate manner is prohibited. The following list gives examples of illegal, abusive, interfering, unacceptable or otherwise inappropriate behavior while using the Site. This list is provided by way of example and is not exhaustive. You agree not to: (a) take any action that imposes an unreasonable load on the Site’s infrastructure, (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any activity being conducted on the Site, (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Site, (d) delete or alter any material posted on the Site by Datical or any other person or entity, (e) frame or link to any of the materials or information available on the Site, (f) use the Site to obtain unauthorized access to any system, network, service, or account; interfere with service to any user, site, account, system, or network by use of any program, script, command, or otherwise, (g) introduce or activate any viruses, worms, harmful code and/or Trojan horses on or in connection with the Site, or (h) engage in any conduct that is likely to result in retaliation against Datical or its service providers, or their respective employees, officers or other agents, including engaging in behavior that results in any server being the target of a denial of service attack.
4.1 The trademarks, service marks, logos, brands, designs, trade dress, slogans and other designations Datical uses in connection with its products and services (“Datical Trademarks”) used and displayed on this Site are registered and unregistered trademarks or service marks of Datical. Other Datical product and service names located on the Site may be trademarks or service marks owned by third parties (the “Third Party Trademarks”, and, collectively with the Datical Trademarks, the “Trademarks”). Nothing on this Site or in this Agreement should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on this Site without the prior written consent of Datical specific for each such use. The Trademarks may not be used to disparage Datical or the applicable third party, Datical’s or third party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any website is prohibited without Datical’s prior written consent. All goodwill generated from the use of any Datical Trademark will inure to Datical’s benefit.
4.2 Certain elements of the Site are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied (except as expressly permitted by Section 2.1 of this Agreement) or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors.
- Links to Third Party Sites
5.1 The Site contains links to third party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content, products or services on such External Sites. The content, products and services of such External Sites are developed and provided by others. You should contact the owner of those External Sites if you have any concerns regarding such links or any content, products or services located or made available on such External Sites.
5.2 We are not responsible for the content, products or services of any linked External Sites and do not make any representations regarding the content, products or services or accuracy of any materials, products or services on such External Sites. You should take precautions when downloading files from all External Sites to protect your computer from viruses and other destructive programs. If you decide to access any External Sites, you do so at your own risk.
- Digital Millennium Copyright Act
6.1 The Digital Millennium Copyright Act (“DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials on this Site infringe your copyright, you (or your agent) may send us a notice requesting that the material be removed, or access to it blocked. Notices and counter-notices must meet the then current statutory requirements imposed by the DMCA (see https://www.copyright.gov/dmca-directory/ for details). Notices and counter notices with respect to the Site should be sent to Datical at:
PO Box #650014
Austin, TX 78705
By Our Website: https://www.liquidevelop.wpengine.com/contact
- Disclaimer of Warranties and Limitation of Liability.
7.1 DATICAL, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS (COLLECTIVELY, THE “DATICAL PARTIES”) MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE CONTENT, FEEDBACK AND MATERIALS, OR THE SITE INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS OR RELIABILITY. THE DATICAL PARTIES WILL NOT BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY OR COMPLETENESS OF THE CONTENT OR ANY OTHER INFORMATION CONVEYED TO YOU OR ANY USER OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOU USE THE SITE AND THE CONTENT AT YOUR OWN RISK.
7.2 THE DATICAL PARTIES DO NOT WARRANT THAT THE SITE WILL OPERATE ERROR FREE OR THAT THE SITE, ITS SERVERS, OR CONTENT OR FEEDBACK AND MATERIALS ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE SITE, CONTENT OR FEEDBACK AND MATERIALS RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, NO DATICAL PARTY WILL BE RESPONSIBLE FOR THOSE COSTS OR ANY ASSOCIATED DAMAGES.
7.3 THE SITE, CONTENT AND FEEDBACK AND MATERIALS ARE PROVIDED OR MADE AVAILABLE ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. THE DATICAL PARTIES DISCLAIM ALL WARRANTIES, CONDITIONS AND REPRESENTATIONS, EXPRESS, STATUTORY, IMPLIED OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, AND/OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE.
7.4 IN NO EVENT WILL ANY DATICAL PARTY BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL, EXEMPLARY, EXTRAORDINARY OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR OTHER DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION RESULTING FROM OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SITE, CONTENT OR FEEDBACK AND MATERIALS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY OF LIABILITY, EVEN IF SUCH DATICAL PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR NOTWITHSTANDING ANY FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY HEREUNDER. OUR AGGREGATE LIABILITY, AND THE LIABILITY OF ANY OTHER DATICAL PARTIES, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO $100.
7.5 Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. IN SUCH STATES, THE LIABILITY OF THE DATICAL PARTIES WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
8.1 You agree to defend, indemnify, and hold harmless the Datical Parties from and against any claims, actions or demands, including, without limitation, reasonable legal, expert and accounting fees, arising or resulting from your breach of this Agreement or your access to, use or misuse of the Content, Feedback and Materials or Site. Datical will provide notice to you of any such claim, suit, or proceeding. Datical reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Datical’s defense of such matter.
- Termination of the Agreement.
9.1 Datical reserves the right, in its sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Site or the Content at any time and for any reason without prior notice or liability. Datical reserves the right to change, suspend, or discontinue all or any part of the Site or the Content at any time without prior notice or liability.
9.2 Sections 2 (User Information), 3 (Use of the Site), 4 (Trademarks), 5 (Links to Third Party Sites), 7 (Disclaimer of Warranties and Limitation of Liability), 8 (Indemnification), 9 (Termination of Agreement), and 12 (Miscellaneous) will survive the termination of this Agreement.
- Compliance with Applicable Laws.
10.1 You will comply with all applicable local, state, federal, and foreign laws, treaties, regulations and conventions in connection with this Agreement, including those related to privacy, consent and export laws. The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws. By downloading the Content, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Content.
- U.S. Government Restricted Rights.
11.1 The Site and Content are provided with “RESTRICTED RIGHTS.” Use, duplication, or disclosure of the Site and Content by the Government is subject to the restrictions contained in 48 CFR 52.227-14 and 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. The use of the Site and Content under this Agreement is further restricted in accordance with the terms of this Agreement, or any modification thereto. Use of the Site or Content by the Government constitutes acknowledgement of Datical’s proprietary rights in the Site and Content.
12.1 This Agreement is governed by the internal substantive laws of the State of Texas, without respect to its conflict of laws provisions. Should any dispute arise under or in connection with this Agreement, you expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts located in Travis County, Texas. Notwithstanding this, you agree that Datical will still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction. If any provision of this Agreement is found to be invalid or unenforceable by any court having competent jurisdiction, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. Failure of Datical to act on or enforce any provision of this Agreement will not be construed as a waiver of that provision or any other provision in this Agreement. No waiver will be effective against Datical unless made in writing by Datical, and no such waiver will be construed as a waiver in any other or subsequent instance.
12.2 This Agreement constitutes the entire agreement between you and Datical with respect to the subject matter hereof, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. No agency, partnership, joint venture or employment relationship is created by this Agreement or your use of the Site, Content or Feedback and Materials, and you do not have any authority of any kind to bind Datical in any respect whatsoever. The section headings are provided merely for convenience and will not be given any legal import. This Agreement will inure to the benefit of our successors and assigns.
12.3 A breach by you of any of the promises or agreements contained herein may result in irreparable and continuing damage to Datical for which there will be no adequate remedy at law, and Datical will be entitled to injunctive relief and/or a decree for specific performance, and such other relief as may be proper (including monetary damages if appropriate).
12.4 Datical may provide you with notices, including those regarding changes to this Agreement, by email, regular mail, or postings on the Site. You consent to receive electronically any communications from Datical. Datical may communicate with you through the email address specified in your account or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that are provided to you electronically satisfy any requirement that such communications be in writing. All notices from Datical intended for receipt by you will be deemed delivered and effective when sent to the email address you provide to Datical.