The TOS set forth the legally binding terms for your use of the Site and Services. By accessing or using the Site or Services, Clicking on the "CREATE AN ACCOUNT NOW" button, completing the registration process, and/or merely browsing the Site, you are accepting the TOS (on behalf of yourself or the entity that you represent) and you represent and warrant that you have the right, authority, and capacity to enter into the TOS (on behalf of yourself or the entity that you represent). you may not access or use the Site or Services or accept the TOS if you are not at least 18 years old. If you do not agree with all of the provisions of the TOS, do not access and/or use the Site or Services.
You will need to register a username and password and create an account to use certain Aisle Planner Inc. Services. To register a username and password and create an account, you must be a United States resident and at least 13 years of age, unless the Service expressly indicates otherwise. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information.
You are responsible for maintaining security and control over account login information and for all activities that occur under your account. You agree to immediately notify Company of any unauthorized use, or suspected unauthorized use, of your account or any other breach of security. Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
Your username and account may be terminated if you do not sign on a Service with your username at least once every 90 days. If you are registered for fee-based or term-specific Services, we will not terminate your username or account unless they are subject to being terminated for some other reason. In addition, an individual Service may require you to sign in and use the Service periodically to remain active on that Service. If you fail to remain active on a specific Service, we may deactivate your access and use of that Service.
Subject to the terms of the TOS, We grant you a personal, non-exclusive, non-transferable, limited license to access and use the Site and Services for your personal, non-commercial use.
The rights granted to you in the TOS are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site or Services; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site or Services; (c) you shall not access the Site or Services in order to build a similar or competitive service; and (d) except as expressly stated herein, no part of the Site or Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Site or Services shall be subject to the terms of the TOS. All copyright and other proprietary notices on any Site or Services content must be retained on all copies thereof.
Company reserves the right, at any time, to modify, suspend, or discontinue the Site or Services or any part thereof with or without notice. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site or Services or any part thereof. You acknowledge and agree that Company will have no obligation to provide you with any support or maintenance in connection with the Site or Services.
Use of any software or associated documentation that is made available via the Site or Services is governed by the terms of the license agreement that is expressly stated on the Site page(s) where the software can be accessed. You shall not use, download or install any software unless you agree to the terms of such license agreement. If there is any conflict between the TOS and a license agreement, the license agreement shall take precedence in relation to that software. If no license agreement accompanies use of the software, use of the software shall be governed by the TOS. Company grants you a non-assignable, non-transferable, non-sublicensable, revocable, non-exclusive license to use the software for the sole purpose of enabling you to use the Services in the manner permitted by the TOS.
Excluding your user content, you acknowledge that all the intellectual property rights, including copyrights, patents, trade marks, and trade secrets, in the Site and Services are owned by Company or Company’s licensors. The provision of the Site and Services does not transfer to you or any third party any rights, title or interest in or to such intellectual property rights. Company and its suppliers reserve all rights not granted in this TOS.
To use our Services, you must:
Comply with applicable laws and regulations and not participate in, facilitate, or further illegal activities;
Not use the Site or Services to collect, upload, transmit, display, or distribute any content (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; or (iv) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party;
Not use the Site or Services to: (i) upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Site or Services or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Site or Services, other computer systems or networks connected to or used together with the Site or Services, through password mining or other means; (vi) harass or interfere with another user’s use and enjoyment of the Site or Services; or (vi) introduce software or automated agents or scripts to the Site or Services so as to produce multiple accounts, generate automated searches, requests and queries, or to strip, scrape, or mine data from the Site or Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials)
We reserve the right (but have no obligation) to review any content, investigate, and/or take appropriate action against you in our sole discretion if you violate the TOS or otherwise create liability for us or any other person. Such acts may include removing or modifying your content, terminating your account, and/or reporting you to law enforcement authorities.
You are responsible for obtaining at your own expense all equipment and services needed to access our Site and Services. If you are accessing our Site or Services by a mobile device, your wireless carrier may charge you fees for data and other wireless access or communications services. We do not guarantee that our Services can be accessed through all wireless devices or service plans or are available in all geographical locations.
If you elect to store authentication information, such as a username and password, where others may access it, we are not responsible for any loss of personal data or other consequences if someone other than you uses that information to access our Services. If you lose a device, such as a laptop, desktop, or smartphone, or a device is stolen containing your username and password, it is up to you to take all the steps necessary to protect yourself.
If you provide Company any feedback or suggestions regarding the Site or Services ("Feedback"), you hereby assign to Company all rights in the Feedback and agree that Company shall have the right to use such Feedback and related information in any manner it deems appropriate. Company will treat any Feedback you provide to Company as non-confidential and non-proprietary. You agree that you will not submit to Company any information or ideas that you consider to be confidential or proprietary.
When providing you with our Services, we may display third party advertising and you agree to accept such advertising on whatever devices, including a wireless phone, you are using to access our Services. The Site may also contain links to third party sites and services. Such third party sites, services and advertisements are not under the control of Company and Company is not responsible for them. Company provides these third party sites, services and advertisements only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to them, so use them at your own risk. When you link to a third party site, service or advertisement, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such third party sites, services and advertisements.
The Services are based in the United States. They are not designed or customized for use in any other country. You may use them only if they comply with the laws of the country from which you are accessing our Services.
Each Site or Service user is solely responsible for any and all of its content. Because we do not control user content, you acknowledge and agree that we are not responsible for any user content, we make no guarantees regarding the accuracy, currency, suitability, or quality of any user content, and we assume no responsibility for any user content. Your interactions with other Site or Service users are solely between you and such user. You agree that Company will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Site or Service user, we are under no obligation to become involved.
You hereby release and forever discharge us (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other Site or Service users or third party sites, services and advertisements. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."
You can post user content to the Site or Services only if (a) you created and own the rights to the user content or you have the owner’s express permission to post the user content; and (b) the user content does not infringe any other person’s or entity’s rights (including the copyrights, trademarks, or privacy rights) or violate any applicable laws, the TOS or any other posted policies.
You are responsible for any user content you post to, or use with, our Services and the consequences of sharing or publishing such content with others or the general public. You assume all risks associated with use of your user content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your user content that makes you or any third party personally identifiable. WE ARE NOT RESPONSIBLE FOR THE CONSEQUENCES OF SHARING OR POSTING ANY PERSONAL OR OTHER INFORMATION ON OUR SITE OR SERVICES. You may not state or imply that your user content is in any way provided, sponsored or endorsed by Company. Because you alone are responsible for your user content (and not Company), you may expose yourself to liability if, for example, your user content violates the TOS. Company is not obligated to backup any user content and user content may be deleted at anytime. You are solely responsible for creating backup copies of your content if you desire.
You hereby grant, and you represent and warrant that you have the right to grant, to Company and our assigns, agents and licensees an irrevocable, nonexclusive, royalty-free and fully paid, perpetual, worldwide license to reproduce, distribute, publicly display and perform, promote, prepare derivative works of, modify, adapt, remix, incorporate into other works, syndicate and otherwise use your content, in any medium and through any form of technology or distribution, and to grant sublicenses of the foregoing, solely for the purposes of including your content in the Site and Services. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your user content. We own all rights, title, and interests in any compilation, collective work or other derivative work created by us using or incorporating your user content (but not your original user content).
When you use a Service that allows users to share, transform, readapt, modify, or combine user content with other content, you grant us and our users an irrevocable, non-exclusive, royalty-free and fully paid, perpetual, worldwide right and license to reproduce, modify, display, remix, perform, distribute, redistribute, adapt, promote, create derivative works, and syndicate your user content in any medium and through any form of technology or distribution, to grant sublicenses of the foregoing, and to permit any derivative works to be licensed under these same license terms.
Some content on our Site and Services is created by us or our licensors and we or our licensors own all rights, title, and interests in that Company content and in any compilation, collective work or derivative work created by us using or incorporating such Company content.
The Site, Services and the Company content made available in connection with the Site and Services are protected by copyright, trademark, patent, trade secret, other proprietary rights, international treaties and laws and also may have security components that protect digital information. You agree that you will not take any action to interfere with any rights in Company content and you will not attempt to circumvent any mechanisms for preventing the unauthorized reproduction or distribution of Company content.
You may be given the opportunity to download certain Company content such as text documents, screenshots, images and photos. You may do so only to the extent authorized for that particular Company content, as set forth on the Site or Services. You may not use the Company content in a manner that exceeds the rights granted for your use of the Company content nor may you copy or distribute the Company content or create a derivative work unless you are authorized to do so. The Site provides more information and instructions for requesting permission to use such Company content.
The content provided on the Site or through the Services, including content posted by users, is for informational, personal and non-commercial purposes only, unless otherwise authorized by the content owner. We make no representations or guarantees about any aspect of the content on the Site or the Services and do not endorse any opinions expressed by any of out contributors. ALL CONTENT IS POSTED "AS IS" AND YOUR USE OR RELIANCE ON ANY CONTENT IS AT YOUR OWN RISK. WE HAVE NO LIABILITY TO YOU FOR THE CONSEQUENCES OF USING OR RELYING ON ANY CONTENT.
All trademarks, logos and service marks ("Marks") displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
Company respects the intellectual property of others and asks that users of our Site and Services do the same. In connection with our Site and Services, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials and for the termination, in appropriate circumstances, of users of our online Site and Services who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our users is, through the use of our Site and Services, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent:
your physical or electronic signature;
identification of the copyrighted work(s) that you claim to have been infringed;
identification of the material on our services that you claim is infringing and that you request us to remove;
sufficient information to permit us to locate such material;
your address, telephone number, and e-mail address;
a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.
Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
We may offer fee-based Services. Our provision of those fee-based Services will be governed by the terms you agree to when you register for the fee-based Service on the Site and any terms in this TOS not inconsistent with those terms.
If you register for a fee-based Service, you must designate a payment method and provide us or our third party payment processor with accurate billing and payment information. All billing information, including payment method, must be kept up to date.
We will bill you for all fee-based Services through the payment method that is associated with any of your fee-based Services. You agree to pay us for all charges incurred under your account, including all then-current applicable taxes, fees, and surcharges. You authorize and direct us to charge your designated payment method for these charges or, if your designated payment method fails, to charge any other payment method you have on file with us. Further, you authorize and direct us or our third party payment processor to retain information about the payment method(s) associated with your account. If we do not receive payment from your designated payment method or any other payment method on file, you agree to pay all amounts due upon demand by us.
We may charge for fee-based Services in advance and on a daily, monthly, yearly, lump sum, or other basis. We may, in our sole discretion, post charges to your payment method individually or aggregate charges for some or all of your fee-based Services with us.
Every time you use a fee-based Service, you reaffirm that (a) we are authorized to charge your designated payment method; (b) we may submit charges incurred under your account for payment; and (c) you will be responsible for such charges, even if your account is canceled by you or terminated by us.
Any trial promotion for a fee-based Service (such as free trial time for a paid software service) must be used within the specified time of the trial. At the end of the trial period, you must upgrade to a subscriber account to continue using the fee-based Service. However, even during any free trial or other promotion, you will still be responsible for any purchases incurred using your account and any sub- or linked-accounts. We reserve the right to limit you to one free trial or promotion of a fee-based Service and to prohibit the combining of free trials, promotions, and other offers.
All charges are nonrefundable unless provided otherwise in the terms you agree to when you register for a fee-based Service.
We, in our sole discretion, may change or discontinue any or all aspects of a fee-based Service without notice, including access to support services, content and other products or services ancillary to the fee-based Service.
We may change our fees and billing methods at any time. We will provide you with notice of any change in your pricing at least thirty (30) days in advance. If you disagree with any proposed change, your sole remedy is to cancel your fee-based Service before the price change takes effect. Your continued use after the price change takes effect constitutes your agreement to pay the new price for the Service. We will not refund any charges if you choose to cancel your account for this reason.
After 30 days from the date of any unpaid charges, your fee-based Service will be deemed delinquent and we may terminate or suspend your account and fee-based Service for nonpayment. We reserve the right to assess an additional 1.5 percent late charge (or the highest amount allowed by law, whichever is lower) per month if your payment is more than 30 days past due and to use any lawful means to collect any unpaid charges. You are liable for any fees, including attorney and collection fees, incurred by us in our efforts to collect any remaining balances from you.
You are responsible for all charges incurred under your account, including applicable taxes, fees, surcharges, and purchases made by you or anyone you allow to use your account (including your family, friends, or any other person with implied, actual, or apparent authority) or anyone who gains access to your account as a result of your failure to safeguard your username, password, or other authentication credentials or information.
You must notify us about any billing problems or discrepancies within 90 days after they first appear on your billing method statement. If you do not bring them to our attention within 90 days, you agree that you waive your right to dispute such problems or discrepancies.
You may cancel or we may terminate a fee-based Service at any time. You can cancel a fee-based Service from the BILLING AND SUBSCRIPTIONS tab under the MY ACCOUNT menu. Cancellation will take effect within 3 business days of receipt of your request. We will send you email confirmation of the cancellation of a fee-based service. If your fee-based Service is canceled or terminated, any data you have stored on such Services may not be retrievable later.
You agree to indemnify and hold Company (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Site or Services, (b) your user content, (c) your violation of the TOS; or (d) your violation of applicable laws or regulations. Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Company. Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
THE SITE AND SERVICES ARE PROVIDED "AS-IS" AND "AS AVAILABLE" AND WE (AND OUR LICENSORS) EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR LICENSORS) MAKE NO WARRANTY THAT THE SITE OR SERVICES: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
IN NO EVENT SHALL WE (AND OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THE TOS OR YOUR USE OF, OR INABILITY TO USE, THE SITE OR SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE AND SERVICES ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THE TOS (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIFTY US DOLLARS (\$50) OR (B) AMOUNTS YOU’VE PAID COMPANY IN THE PRIOR 12 MONTHS (IF ANY). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THE TOS.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Subject to this section, the TOS will remain in full force and effect while you use the Site or Services. We may (a) suspend your rights to use the Site and/or Services (including your account) or (b) terminate the TOS, at any time for any reason at our sole discretion. Upon termination of the TOS, your account and right to access and use the Site and Services will terminate immediately. You understand that any termination of your account may involve deletion of your content associated therewith from our live databases. Company will not have any liability whatsoever to you for any termination of the TOS, including for termination of your account or deletion of your content. Even after the TOS is terminated, the following provisions will remain in effect: Restrictions, Using our Services, Third Parties, Posting User Content, Using Company Content, Copyright Policy, Indemnity, Disclaimers and Limitations, Term and Termination and General Legal Terms.
The TOS constitutes the entire agreement between you and us regarding the use of the Site and Services. Our failure to exercise or enforce any right or provision of the TOS shall not operate as a waiver of such right or provision. If any provision of the TOS is, for any reason, held to be invalid or unenforceable, the other provisions of the TOS will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Company is that of an independent contractor, and neither party is an agent or partner of the other. The TOS, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. The terms of the TOS shall be binding upon assignees.
The TOS is subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any) and/or by prominently posting notice of the changes on our Site. Any changes to the TOS will be effective upon the earlier of thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable) or thirty (30) calendar days following our posting of notice of the changes on our Site. These changes will be effective immediately for new users of our Site or Services. Continued use of our Site or Services following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
Registrations, agreements, and terms presented by us electronically to you have the same effect as one in writing and are legally enforceable as a signed writing. You also consent to receive all communications regarding our Services electronically from us. The delivery of any communication from us is effective when sent by us, regardless of when you receive or read the communication. In addition, we are not responsible for communications that do not reach you if you have not provided us with your current contact information. If you decided not to receive notices from us electronically, we may cancel your account and terminate access to the Services.
The TOS shall be governed by the laws of the State of California without giving effect to any conflict of laws principles that may require the application of the law of another jurisdiction. Any action or proceeding relating to a claim or controversy at law or equity that arises out of or relates to the TOS or the Site or Services (a "claim") must be brought in a federal or state court located in San Diego, California and each party irrevocably submits to the exclusive jurisdiction and venue of any such court in any such action or proceeding, unless such claim is submitted to arbitration as set forth below. Notwithstanding anything to the contrary, Company may seek injunctive relief in any court having jurisdiction to protect its intellectual property or confidential or proprietary information.
If a dispute arises between you and Company, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost effective means of resolving the dispute quickly. You agree that you will notify us about any dispute you have with Company regarding our Site or Services by emailing email@example.com. For any other inquiries, please contact us at firstname.lastname@example.org
Types of Data We Collect. “Personal Data” means data that allows someone to identify or contact you, including, for example, your name, address, telephone number, e-mail address, as well as any other non-public information about you that is associated with or linked to any of the foregoing data. “Anonymous Data” means data that is not associated with or linked to your Personal Data; Anonymous Data does not, by itself, permit the identification of individual persons. We collect Personal Data and Anonymous Data, as described below.
Browser Information. When you enter this Site, Personal Data is gathered from your Internet browser. This information may include your IP address (which allows us to determine the identity of your Internet service provider), your operating system, the type of browser software that you are using to access this site, domain name and/or a date/time stamp for your visit. This information allows us to upgrade this site as necessary to optimize its efficiency.
Personal Data. Certain portions of this Site or the Services, products and information on this site are “registration-required” pages that require you to submit Personal Data before we grant you access. We may collect Personal Data from you, such as your first and last name, gender, e-mail and mailing addresses, password and phone number when you register to log in to our network. When you order Services on our Site, we (or our third party payment processor) will collect all information necessary to complete the transaction, including your name, credit card and billing information. We retain information on your behalf, such as files and messages that you store using your account. If you provide us feedback or contact us via e-mail, we will collect your name and e-mail address, as well as any other content included in the e-mail, in order to send you a reply. When you post messages on the message boards of our Site, the information contained in your posting will be stored on our servers and other users will be able to see it. We also collect other types of Personal Data that you provide to us voluntarily if you contact us via e-mail regarding support for the Services. When you participate in one of our surveys, we may collect additional profile information. We may also collect Personal Data, such as at other points in our Site that state that Personal Data is being collected.
Use of Personal Data. In general, Personal Data you submit to us is used either to respond to requests that you make, or to aid us in serving you better. We use your Personal Data in the following ways: to facilitate the creation of and secure your account on our network; to identify you as a user in our system; to provide improved administration of our Site and Services; to provide the Services you request; to improve the quality of experience when you interact with our Site and Services; to send you a welcome e-mail to verify ownership of the e-mail address provided when your account was created; to send you administrative e-mail notifications, such as security or support and maintenance advisories; to respond to your inquiries related to employment opportunities or other requests; to solicit your feedback; and to send newsletters, surveys, offers, and other promotional materials related to our Services and for other marketing purposes of Company.
Creation of Anonymous Data. We may create Anonymous Data records from Personal Data by excluding information (such as your name) that make the data personally identifiable to you. We use this Anonymous Data to analyze request and usage patterns so that we may enhance the content of our Services and improve Site navigation. Company reserves the right to use Anonymous Data for any purpose and disclose Anonymous Data to third parties in its sole discretion.
Third Party Marketing. We may enter into agreements with third party companies that may want access to Personal Data that we collect. As a result, we may disclose your Personal Data to a third party company; however, we will not disclose your Personal Data to third party companies for the third party companies’ own direct marketing purposes, unless you have “opted-in” by following the instructions we provide to allow such disclosure. If you have opted-in to receive e-mail communications from a third party company and later wish to discontinue receipt of these e-mails, please contact such company directly to update your preferences. The privacy policies of third party companies may apply to the use and disclosure of your Personal Data that we collect and disclose to such companies. Because we do not control the privacy practices of third party companies, you should read and understand their privacy policies
Changes to Personal Data. You may change any of your Personal Data in your Account by [editing your profile within your account. You may request deletion of your Personal Data by us, but please note that we may be required to keep this information and not delete it (or to keep this information for a certain time, in which case we will comply with your deletion request only after we have fulfilled such requirements). When we delete any information, it will be deleted from the active database, but may remain in our archives. We may retain your information for fraud or similar purposes.
Security Precautions. Company is committed to protecting the security of your Personal Data. We use a variety of industry-standard security technologies and procedures to help protect your Personal Data from unauthorized access, use, or disclosure; however, you should exercise discretion with respect to the submission of any Personal Data to this Site. We also require you to enter a password to access your account information. Please do not disclose your account password to unauthorized people. Transmitting information via the Internet is never completely secure and, therefore, any information submitted may be intercepted, collected, used or disclosed by others.
Not Intended for Children. This Site is for use by persons age 13 or older. We will not intentionally solicit, collect or maintain personal information from children under the age of 13. We will terminate your use of this Site or the Services, products and information on this Site if we obtain knowledge that you are under the age of 13.
Users Outside of the United States. Your information may be processed in the country in which it was collected and in other countries, including the United States, where laws regarding processing of information may be less stringent than the laws in your country.
The website located at www.aisleplanner.com (the “Site”) contains documents (including product information, help files, articles, etc.), photos, icons, and other copyrighted materials owned by Aisle Planner Inc. (“Aisle Planner Content”) or our content providers. The following information applies only to Aisle Planner Content, as indicated on our Site. You must contact the appropriate copyright owner for permission to use any third party materials owned by other content providers that appear on this Site.
You are authorized to view, copy, download, and print for your personal use only any Aisle Planner Content we own that is available on this Site, subject to the following conditions:
The Aisle Planner Content may be used solely for personal, noncommercial, and informational purposes.
The Aisle Planner Content may not be modified, displayed, posted, republished, distributed, transmitted in any form or by any means, or otherwise commercially exploited.
All copyright and other proprietary notices must be preserved in the Aisle Planner Content.
All right, title and interest, including all intellectual property rights, in and to the Aisle Planner Content (including all copied thereof) shall be owned and retained by Aisle Planner Inc. Any rights not granted by Aisle Planner Inc. are reserved. You acknowledge that you acquire no ownership interest in the Aisle Planner Content.
You may not reproduce, copy, modify, distribute or otherwise commercially exploit the design or layout of this Site, individual elements of the Site design, or Aisle Planner Inc. trademarks, logos or service marks without our express written permission.
The provision of any rights not expressly granted herein requires express permission from Aisle Planner Inc. To request such permission, please send an e-mail to email@example.com. Please identify the requested material and the Site page on which it is found in the subject line (e.g. "AislePlanner.com home page screenshot," “Jones Wedding” “Inspiration Page”) and include the following information in your e-mail.
The Aisle Planner Content you wish to use and the URL where it is located;
Where and how it will be used (e.g., in an Internet use manual, in a newsletter, or in a movie);
Where and how copies will be distributed and to what audience;
How many copies will be produced and distributed and for how long you wish to distribute copies;
When you intend to publish and your deadline for a response (no shorter than 1 week please);
Other materials that will be associated with Aisle Planner Content;
Your name, title, company, address, e-mail address, and phone number;
An example or mockup of your intended use.
We will need all of the above in order to evaluate your request. Please expect 7 to 10 days for processing all requests and please be aware that we may not be able to meet all requested deadlines. We reserve the right to refuse permission to copy, distribute, broadcast, or publish any of our copyrighted material.
Thank you for your cooperation.
IMPORTANT – PLEASE READ CAREFULLY THE TERMS OF THIS SOFTWARE SUBSCRIPTION AGREEMENT (“AGREEMENT”). BY CLICKING ON THE “I SUBMIT” BUTTON, (1) YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT AND (2) YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT PERSONALLY, OR IF YOU HAVE NAMED A COMPANY AS CUSTOMER, ON BEHALF OF THAT COMPANY (YOU OR ANY SUCH COMPANY, THE “CUSTOMER”), AND TO BIND THE CUSTOMER TO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL TERMS AND CONDITIONS OF THIS AGREEMENT, OR IF YOU DO NOT HAVE SUCH AUTHORITY, YOU SHOULD CLICK ON THE “CANCEL” BUTTON TO DISCONTINUE THE DOWNLOAD OF THE LICENSED SOFTWARE.
This Agreement is made by and between Aisle Planner Inc., a Delaware limited liability company (“Company”) and Customer with regard to Customer’s subscription to Aisle Planner’s proprietary event planning software infrastructure and any add-ons, upgrades or updates thereto (the “Software”).
FEE AND OTHER COMMERCIAL TERMS. Pricing for the fee-based Software (the “Fees”) and other terms related to the Site and Services, including account registration, payment and other additional terms, are as set forth in our Terms of Service located at www.aisleplanner.com/legal, which is incorporated herein by reference. Capitalized terms not defined in this Agreement have the meanings given in the Terms of Service.
ACCESS TO SOFTWARE. Company will provide access, on a hosted basis, to the Software via an online user interface, in accordance with the Documentation (as defined below) on the date Customer registers and provides payment information for the fee-based Services (the “Effective Date”). Company shall provide to Customer the necessary passwords, access codes, technical specifications, connectivity standards, security policies, network links, or other necessary procedures, as may be necessary to Customer to access the Software. Company shall use commercially reasonable efforts to host and make available the Software, provided that nothing herein shall be construed to require Company to provide for, or bear any responsibility with respect to any telecommunications or computer network hardware required by Customer to provide access from the Internet to the Services. Customer shall be solely responsible for providing and maintaining all hardware and software and other requirements for Customer’s use of the Software. Customer shall be solely responsible for (a) the account and passwords related to Customer’s use of the Software; (b) all activity undertaken by Customer through the Software; and (c) all dealings with participants in the Event (defined below) and with third party vendors Customer is referred to through the Software. Customer shall immediately inform Company of any possible misuse of Customer’s account and passwords or any security incident related to the Software. Company shall use commercially reasonable efforts to create and maintain, where appropriate, firewalls, encryption technology, user authentication systems and access control mechanisms to control access to information maintained by Company related to Customer’s account and passwords.
LICENSE GRANT. Subject to the terms and conditions of this Agreement, including payment of the appropriate fees, Company grants to Customer a non-exclusive, non-transferable license during the Term, solely for the purpose of its own event administration (the “Event”), (a) to access, use, perform, and digitally display the Software as required for use of the fee-based Services and in accordance with the technical materials provided by Company to Customer describing the use and operation of the Software (the “Documentation”); and (b) to use and reproduce a reasonable number of copies of the Documentation solely to support Customer’s use of the Software.
OWNERSHIP; LIMITATIONS. The Software and Documentation and all Intellectual Property Rights (defined below) in the foregoing, are the exclusive property of Company and its suppliers. Intellectual Property Rights means any and all now known or hereafter existing (a) rights associated with works of authorship, including copyrights, mask work rights, and moral rights; (b) trademark or service mark rights; (c) trade secret rights; (d) patents, patent rights, and industrial property rights; (e) layout design rights, design rights, and other proprietary rights of every kind and nature other than trademarks, service marks, trade dress, and similar rights; and (f) all registrations, applications, renewals, extensions, or reissues of the foregoing, in each case in any jurisdiction throughout the world. Customer agrees that it will not, and will not permit any other party to: (u) permit any party to access the Software or Documentation; (v) modify, adapt, alter or translate the Software or Documentation, except as expressly allowed herein; (w) sublicense, lease, rent, loan, distribute, or otherwise transfer the Software or Documentation to any third party; (x) reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Software; (y) use or copy the Software or Documentation except as expressly allowed under this Agreement; or (z) disclose or transmit any data contained in the Software to any individual, except as expressly allowed herein. All rights in and to the Software and Documentation not expressly granted to Customer in this Agreement are reserved by Company and its suppliers. Except as expressly set forth herein, no express or implied license or right of any kind is granted to Customer regarding the Software, Documentation, or any part thereof, including any right to obtain possession of any source code, data or other technical material relating to the Software.
SUPPORT SERVICES. Technical support during the Term is described in and is available through the following website: http://www.aisleplanner.com/support (the “Support Services”). The cost of the Support Services is included in the Fees. In the event Customer requires any additional services, such as project management, custom configuration, training, custom modification, consulting, systems integration or other services (the “Add-On Services”), the terms and conditions of this Agreement shall apply to the Add-On Services; provided, however, to the extent the costs for such Add-On Services are not publicly posted on the Site, the parties shall first agree upon the costs of such Add-On Services, and such additional costs shall be included in the definition of “Fees” for purposes of this Agreement. Customer acknowledges that the Support Services and the Add-On Services require, and are contingent upon, Customer’s timely notification to, and reasonable cooperation with, Company, as may be applicable.
CONFIDENTIAL INFORMATION. During the term of this Agreement, each party (the “Disclosing Party”) may provide the other party (the “Receiving Party”) with certain information regarding the Disclosing Party’s business, technology, products, or services or other confidential or proprietary information (collectively, “Confidential Information”). The Disclosing Party will mark all Confidential Information in tangible form as “confidential” or “proprietary” or with a similar legend, and identify all Confidential Information disclosed orally as confidential at the time of disclosure. Regardless of whether so marked or identified, the Software, Documentation, and all enhancements and improvements thereto will be considered Confidential Information of Company. The Receiving Party agrees that it will not use or disclose to any third party any Confidential Information of the Disclosing Party, except as expressly permitted under this Agreement. The Receiving Party will limit access to the Confidential Information to those employees who have a need to know, who have confidentiality obligations no less restrictive than those set forth herein, and who have been informed of the confidential nature of such information (with respect to Company). In addition, the Receiving Party will protect the Disclosing Party’s Confidential Information from unauthorized use, access, or disclosure in the same manner that it protects its own proprietary information of a similar nature, but in no event with less than reasonable care. At the Disclosing Party’s request or upon termination of this Agreement, the Receiving Party will return to the Disclosing Party or destroy (or permanently erase in the case of electronic files) all copies of the Confidential Information that the Receiving Party does not have a continuing right to use under this Agreement, and the Receiving Party shall provide to the Disclosing Party a written affidavit certifying compliance with this sentence. The confidentiality obligations set forth in this section will not apply to any information that (a) becomes generally available to the public through no fault of the Receiving Party; (b) is lawfully provided to the Receiving Party by a third party free of any confidentiality duties or obligations; (c) was already known to the Receiving Party at the time of disclosure; or (d) the Receiving Party can prove, by clear and convincing evidence, was independently developed by employees and contractors of the Receiving Party who had no access to the Confidential Information. In addition, the Receiving Party may disclose Confidential Information to the extent that such disclosure is necessary for the Receiving Party to enforce its rights under this Agreement or is required by law or by the order of a court or similar judicial or administrative body, provided that the Receiving Party promptly notifies the Disclosing Party in writing of such required disclosure and cooperates with the Disclosing Party if the Disclosing Party seeks an appropriate protective order.
WARRANTY; DISCLAIMER. Company warrants that, for ninety (90) calendar days from the Effective Date (the “Warranty Period”), the Software, properly installed, and under normal use, will perform substantially in accordance with its Documentation. If Customer notifies Company in writing during the Warranty Period of a reproducible error in the Software that prevents such Software from operating substantially in accordance with its Documentation (an “Error”), Company will, at its expense and as its sole obligation for any breach of the foregoing warranty, use commercially reasonable efforts to correct the Error, or, if Company determines that it is unable to correct the error, Company will refund to Customer the fees actually paid for the Licensed Software, in which case this Agreement, all licenses granted hereunder, and Customer’s right to use the Licensed Software will be terminated. Any Error correction will not extend the original Warranty Period. THE WARRANTIES ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT.
RISK ALLOCATION. IN NO EVENT SHALL COMPANY (AND COMPANY’S LICENSORS) BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR CUSTOMER’S USE OF, OR INABILITY TO USE, THE SOFTWARE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SOFTWARE ARE AT CUSTOMER’S OWN DISCRETION AND RISK, AND CUSTOMER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, COMPANY’S LIABILITY TO CUSTOMER FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF FIFTY US DOLLARS ($50) OR AMOUNTS YOU’VE PAID COMPANY IN THE PRIOR TWELVE (12) MONTHS (IF ANY). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. Any use of or reliance on content contained in the Software is Customer’s sole responsibility. Customer acknowledges and agrees that Company uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Software, and that Company is not responsible for the performance or reliability of such third party vendors. Company specifically disclaims (a) any liability arising from or related to the Event; (b) problems caused by failed Internet connections or other hardware, software or equipment which is not owned, controlled or operated by Company; (c) nonconformities resulting from misuse, abuse, negligence, or improper or unauthorized use of all or any part of the Software, or Documentation; (d) problems or Errors caused by Customers’ or other third party’s products, services or equipment; or (e) modification, amendment, revision, or change to the Software by any party other than Company or Company-authorized representatives.
Application of Limitations and Disclaimers to Consumers. The limitations or exclusions of warranties and liability contained in this Agreement do not affect or prejudice the statutory rights of a consumer, i.e., a person acquiring goods otherwise than in the course of a business. The limitations or exclusions of warranties and remedies contained in this Agreement shall apply to Customer only to the extent such limitations or exclusions and remedies are permitted under the laws of the jurisdiction where Customer is located.
INDEMNITY. Company will defend at its expense any suit brought against Customer, and will pay any settlement Company makes or approves, or any damages finally awarded in such suit, insofar as such suit is based on a claim by any third party alleging that the Software misappropriates any trade secret recognized under the Uniform Trade Secrets Act or infringes any copyright or United States patent issued as of the Effective Date. If any portion of the Software becomes, or in Company’s opinion is likely to become, the subject of a claim of infringement, Customer will immediately cease all use of the Software and Documentation upon notice by Company. Notwithstanding the foregoing, Company shall have no obligation under this section or otherwise with respect to any infringement claim based upon (a) any use of the Software not in accordance with this Agreement or as specified in the Documentation; (b) any use of the Software in combination with other products, equipment, software or data not supplied by Company; or (c) any modification of the Software by any person other than Company or its authorized agents. This subsection states the sole and exclusive remedy of Customer and the entire liability of Company, or any of the officers, directors, employees, shareholders, contractors or representatives of the foregoing, for infringement claims and actions.
TERM AND TERMINATION. This Agreement commences on the Effective Date and remains in effect unless earlier terminated as set forth below. Either party may terminate this Agreement immediately upon notice to the other party if the other party materially breaches this Agreement, and such breach remains uncured more than thirty (30) days after receipt of written notice of such breach. Upon termination or expiration of this Agreement for any reason: (a) all rights and obligations of both parties, including all licenses granted hereunder, shall immediately terminate; and (b) within ten (10) days after the effective date of termination, each party shall comply with the obligations to return all Confidential Information of the other party, as set forth in the section titled Confidential Information. The sections titled Ownership; Limitations, Warranty; Disclaimer, Risk Allocation, Confidential Information, [Indemnification,] Effect of Termination, and General will survive expiration or termination of this Agreement for any reason.
GENERAL. This Agreement constitutes the entire agreement between Customer and Company regarding the use of the Software. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Company is that of an independent contractor, and neither party is an agent or partner of the other. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. The terms of this Agreement shall be binding upon assignees.
This Agreement is subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any) and/or by prominently posting notice of the changes on our Site. Any changes to this Agreement will be effective upon the earlier of thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable) or thirty (30) calendar days following our posting of notice of the changes on our Site. These changes will be effective immediately for new users of the Software. Continued use of the Software following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
Agreements and terms presented by us electronically to you have the same effect as one in writing and are legally enforceable as a signed writing. You also consent to receive all communications regarding the Software electronically from us. The delivery of any communication from us is effective when sent by us, regardless of when you receive or read the communication. In addition, we are not responsible for communications that do not reach you if you have not provided us with your current contact information. If you decided not to receive notices from us electronically, we may cancel your account and terminate access to the Software.
Customer agrees not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Company, or any products utilizing such data, in violation of the United States export laws or regulations.
This Agreement shall be governed by the laws of the State of California without giving effect to any conflict of laws principles that may require the application of the law of another jurisdiction. Any action or proceeding relating to a claim or controversy at law or equity that arises out of or relates to this Agreement or the Software (a “claim”) must be brought in a federal or state court located in San Diego, California and each party irrevocably submits to the exclusive jurisdiction and venue of any such court in any such action or proceeding, unless such claim is submitted to arbitration as set forth below. Notwithstanding anything to the contrary, Company may seek injunctive relief in any court having jurisdiction to protect its intellectual property or confidential or proprietary information.