1. Acceptance Of Terms. Docutriever provides this Site, the Site User's Area and the Service to you,
subject to the following Terms of Service (“TOS”) and the license agreement (the “License Agreement”).
The TOS may be updated by us from time to time. You can review the most current version of the TOS at the Site. In addition,
when using the Service, Docutriever and you shall be subject to all posted guidelines or rules applicable to such Service, which
may be posted from time to time. All such guidelines or rules are incorporated by reference into the TOS and the License
Agreement. Although you may bypass this section upon accessing the Site and thereby bypass this Agreement, your use of this
Site still binds you to the terms. Since Docutriever may revise this Agreement at any time, you should visit this page periodically
to review the terms of your use.
2. Service. Docutriever currently provides you with access to a collection of on-line resources including
various communications tools and calendars. Unless explicitly stated otherwise herein or in the License Agreement, any new
features that augment or enhance the Service is subject to the TOS and the License Agreement. You understand and agree that
the Service is provided “AS-IS” and that Docutriever assumes no responsibility for the timeliness, deletion, mis-delivery or
failure to store any user communications or personalization settings.
In order to use the Service, you must obtain access to the Site through the World Wide Web, either directly or through
devices that access web-based content, pay any service fees associated with such access and comply with the security procedures
established in the License Agreement and the Security/Privacy Policy (posted on the Site). In addition, you must provide,
at your own expense, all equipment necessary to make such connection to the World Wide Web, including a computer and modem
or other access device.
3. Docutriever Security. Information about you is subject to our Security/Privacy Policy. For more information,
please see our full privacy policy at the Site.
4. Member Account And Security. The Site is accessed by use of a personalized member identification and
password. You are responsible for maintaining site security so as to prohibit unauthorized access to the Site and Site User's
Area.
Control over who has access to the Site and the Site User's Area and at what level the access is permitted is vested with
the Licensee and Site User. Such access will be controlled by security levels established by the Licensee and Site User with
our assistance.
5. Conduct. You understand that all information, data, text, software, music, sound, photographs, graphics,
video, messages or other materials (“Content”), whether posted by a Site User or a third party, transmitted by a Site User
or a third party are the sole responsibility of the person from which such Content originated. Consequently, you, and not
Docutriever, are entirely responsible for all Content that you upload, post, email or otherwise transmit via the Service. Docutriever
does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of
such Content. Under no circumstances will Docutriever be liable in any way for any Content, including, but not limited to, for
any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content
posted, emailed or otherwise transmitted via the Service.
You agree to not use the Service to:
(a) upload, post, email or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, harassing,
tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise
objectionable;
(b) harm minors in any way;
(c) impersonate any person or entity, including, but not limited to, Docutriever employees and government officials, or falsely
state or otherwise misrepresent your affiliation with a person or entity;
(d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through
the Service;
(e) upload, post, email or otherwise transmit any Content that you do not have a right to transmit under any law or under
contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed
as part of employment relationships or under nondisclosure agreements);
(f) upload, post, email or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright
or other proprietary rights (“Rights”) of any party;
(g) upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk
mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
(h) upload, post, email or otherwise transmit any material that contains software viruses or any other computer code,
files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications
equipment;
(i) disrupt the normal flow of dialogue, cause a screen to “scroll” faster than other licensee of the Service and Site
are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
(j) interfere with or disrupt the Service, the Site, or Docutriever's servers or partner networks connected to the Service,
or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
(k) intentionally or unintentionally violate any applicable local, state, national or international law;
You acknowledge that Docutriever does not pre-screen Content, but that Docutriever and its designees shall have the right (but
not the obligation) in their sole discretion to refuse or remove any Content that is available via the Site. Without limiting
the foregoing, Docutriever and its designees shall have the right to remove any Content that violates the TOS, the License Agreement
or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content,
including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that
you may not rely on any Content created by Docutriever, submitted to Docutriever, or contained in the Site.
You acknowledge and agree that Docutriever may preserve Content and may also disclose Content if required to do so by law
or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process;
(b) enforce the TOS or the License Agreement; (c) respond to claims that any Content violates the rights of third-parties;
or (d) protect the rights, property, or personal safety of Docutriever, its users and the public.
You understand that the technical processing and transmission of the Service, including your Content, may involve (a)
transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks
or devices.
You are responsible for maintaining the security and the confidentiality of the member identification, password and account,
and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify
us of any unauthorized use of your member identification, password, or account, or any other breach of security, or violations
of the TOS, and (b) ensure that you exit from your account at the end of each session. Docutriever will not be liable for any
loss or damage arising from your failure to comply with this Section.
6. International Use. Recognizing the global nature of the Service, you agree to comply with all local
rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding
the transmission of technical data exported from the United States or the country in which you reside.
7. Indemnity. You agree to indemnify and hold Docutriever, and its subsidiaries, affiliates, directors, officers,
agents, partners or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees,
made by any third party due to or arising out of Content you submit, post to or transmit through the Service, your use of
the Service, your connection to the Service, your violation of the TOS, or your violation of any rights of another.
You agree to defend, indemnify and hold harmless Docutriever, its subsidiaries, affiliates, directors, officers, agents, partners
or other partners, and employees from and against any and all claims, actions, suits or proceedings, as well as any and all
losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from (a)
any material posted or otherwise provided by you that infringes any copyright, trademark, trade secret, trade dress, patent
or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy,
(b) any misrepresentation made by you in connection with your use of the Site and the Service; (c) any non-compliance by
you with the terms and conditions of this Agreement; and (d) claims brought by persons or entities other than the parties
to this Agreement arising from or related to your access and use of the Service, including the information obtained through
the Service.
Docutriever shall defend or settle, at its own expense, any claim made against you that the use of the Site and Service infringes
any patent, copyright, trade secret or other proprietary right. Docutriever shall indemnify and hold you harmless against all
damages, judgments, and attorneys' fees, arising out of the foregoing, provided that you give us prompt written notice of
such claim.
If a claim is made that the use of the Site and Service infringes any patent, copyright, trade secret or other proprietary
right, we may either procure for you the right to continue using the Site and Service, or modify the Site and Service to
make it non-infringing but continue to meet the specifications.
8. No Resale Of Service. You agree not to reproduce, duplicate, copy, sell, resell or exploit for any
commercial purposes, any portion of the Service, use of the Service, or access to the Service.
9. General Practices Regarding Use And Storage. You acknowledge that we may establish general practices
and limits concerning use of the Service, including without limitation the maximum number of days that email messages, message
board postings or other uploaded Content will be retained by the Service, the maximum number of email messages that may be
sent from or received by an account on the Site, the maximum size of any email message that may be sent from or received
by an account on the Site, the maximum disk space that will be allotted on Docutriever's servers on your behalf, and the maximum
number of times (and the maximum duration for which) you may access the Service in a given period of time. You agree that
Docutriever has no responsibility or liability for the deletion or failure to store any messages and other communications or
other Content maintained or transmitted by the Service. You acknowledge that Docutriever reserves the right to log off accounts
that are inactive for an extended period of time. You further acknowledge that Docutriever reserves the right to change these
general practices at any time, in its sole discretion, with or without notice.
10. Modifications To And Suspension Of Service. Docutriever reserves the right at any time and from time
to time to modify and enhance the Service, Site, and the Site User's Area, including modifications and enhancements which
require peripheral hardware. You are under no obligation to accept peripheral hardware.
Docutriever may, from time to time, temporarily suspend the Service (or any part thereof) without notice. In addition, Docutriever
reserves the right at any time and from time to time to discontinue, temporarily or permanently, the Service (or any part
thereof) with 10 days notice, unless Service must be terminated due to an emergency. You agree that we shall not be liable
to you or to any third party for any wrongful modification, suspension or discontinuance of the Service.
11. Termination. You agree that Docutriever, in its sole discretion, may terminate your personalized member
identification, password, account (or any part thereof), or use of the Service, and remove and discard any Content within
the Site, for any reason, including, without limitation, if we believe that you have violated or acted inconsistently with
the letter or spirit of the TOS. You agree that we shall not be liable to you or any third-party for any termination of your
access to the Service.
12. Dealings With Third Parties. Your correspondence or business dealings with third parties through
the Service and any other terms, conditions, warranties or representations associated with such dealings, are solely between
you and such third party. You agree that we shall not be responsible or liable for any loss or damage of any sort incurred
as the result of any such dealings or as the result of the presence of such partner on the Site.
13. Links. Third parties may provide, links to other World Wide Web sites or resources. Because we have
no control over such sites and resources, you acknowledge and agree that we are not responsible for the availability of such
external sites or resources, and do not endorse and are not responsible or liable for any Content, advertising, products,
or other materials on or available from such sites or resources. You further acknowledge and agree that Docutriever shall not
be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection
with use of or reliance on any such Content, goods or services available on or through any such site or resource.
14. Docutriever's Proprietary Rights. You acknowledge and agree that the Site, the Site User's Area, and
the Service contain proprietary and confidential information that is protected by applicable intellectual property laws.
You further acknowledge and agree content contained in the Site or information presented to you through the Service or Site
may be protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly
authorized by us or our agents, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based
on the Site, in whole or in part.
We hereby grant you, and you hereby accept, a personal, non-transferable and non-exclusive right to access and utilize
the Service provided at the Site and the exclusive right to access the Site User's Area. The license does not constitute
a sale or transfer of any intellectual rights. You agree not to modify, decompile, reverse engineer, or disassemble the Site
in any manner or form. You agree not to access the Site by any means other than as contemplated in this TOS or the License
Agreement. Each Site User has the ability control what information is provided to Office Personnel and other Site Users (as
the terms may be defined in the License Agreement which grants you rights to the Site and Service). Delivery of such access
will be controlled by security levels established by the Family Site User with or without the assistance of Licensor.
15. Disclaimer Of Warranties. You expressly understand and agree that, except as otherwise provided in
the License Agreement:
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. RUBYARC
EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
RUBYARC MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY,
SECURE, OR ERROR-FREE, OR (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND
THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD
OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM RUBYARC OR THROUGH OR FROM THE SERVICE SHALL CREATE
ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
16. Limitation Of Liability. You expressly understand and agree that Docutriever shall not be liable for
any direct, indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to, damages
for loss of profits, goodwill, use, data or other intangible losses (even if Docutriever has been advised of the possibility
of such damages), resulting from: (i) the use or the inability to use the Site, the Service or the Site User's Area; (ii) messages
received or transactions entered into through or from the Site; (iii) unauthorized access to or alteration of your transmissions
or data; (iv) statements or conduct of any third party on the Site; or (v) any other matter relating to the service.
17. Notice. Notices to you may be made via either email or regular mail. The Service may also provide
notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on the Site.
18. Trademark Information. Docutriever is our trademark and service mark and you agree not to display or
use it in any manner whatsoever.
19. General Information . You also may be subject to additional terms and conditions that may apply when
you use affiliate services, third-party content or third-party software. The TOS and the relationship between you and Docutriever
shall be governed by the laws of the State of Michigan without regard to its conflict of law provisions. Our failure to exercise
or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of
the 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. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising
out of or related to use of the Service or the TOS must be filed within one (1) year after such claim or cause of action
arose or be forever barred.
20. Miscellaneous.
(a) Any terms not specifically defined herein shall have the meaning set forth in the License Agreement.
(b) “Us,” “we,” or “Docutriever” shall mean Docutriever Technologies, Inc., a Michigan corporation.
(c) As used herein “Site” shall mean the installation you are currently using on
the Docutriever server and any links, subpages, calendars, email boxes and any and all other content provided to you by and through
such server , the Site User's Area and the Partner Site.
(d) The section headings in the TOS are for convenience only and have no legal or contractual effect.
(e) Arbitration is the sole and exclusive remedy for any and all claims between you and us arising hereunder. Substantive
issues shall be construed and enforced in accordance with the laws of the State of Michigan. Submission to arbitration shall
be by written notice to the Michigan Regional Office of the American Arbitration Association at the address set forth below,
with a copy to the opposing party. The parties shall mutually agree upon an impartial Arbitrator. The arbitration process
shall be governed and controlled by the rules of the American Arbitration Association. Should an arbitration hearing become
necessary, it shall take place at Docutriever's premises or at the American Arbitration Association having jurisdiction over
the Metropolitan Detroit area. Judgment upon an award rendered by the Arbitrator may be entered in any court offices having
jurisdiction over the Metropolitan Detroit area. |
