Terms Of Service
last updated September 06, 2007
TechVentive, Inc./ Vital Analysis Terms of Service
The Web pages available at Techventive, Inc. (www.techventive.com) and its related entity Vital Analysis (www.vitalanalysis.com) and all linked pages ("Sites"), are owned and operated by TechVentive, Inc. ("TechVentive"), an Illinois corporation, and is accessed by you ("User") under the following terms and conditions:
1. Access to the Services
Subject to the terms and conditions of this Agreement, TechVentive may offer to provide certain services, as described more fully on the Sites, and which are selected by User through the process provided on the Sites ("Services"), solely for User's own use, and not for the use or benefit of any third party. Services shall include, but not be limited to, TechVentive feeds and the Public Application Programming Interface ("API"). TechVentive may change, suspend or discontinue the Services at any time, including the availability of any feature, database, or content. TechVentive may also impose limits on certain features and services or restrict User's access to parts or all of the Services without notice or liability. TechVentive reserves the right, at its discretion, to modify this User Agreement at any time by posting a notice on the Sites, or by sending User a notice via email or postal mail. User shall be responsible for reviewing and becoming familiar with any such modifications. Use of the Services by User following such notification constitutes User's acceptance of the terms and conditions of this User Agreement as modified.
User certifies to TechVentive that if User is an individual (i.e., not a corporation) User is at least 18 years of age. User also certifies that it is legally permitted to use the Services and access the Sites, and takes full responsibility for the selection and use of the Services and access of the Sites. This Agreement is void where prohibited by law, and the right to access the Sites is revoked in such jurisdictions.
User shall be responsible for obtaining and maintaining any equipment or ancillary services needed to connect to, access the Sites or otherwise use the Services, including, without limitation, modems, hardware, software, and long distance or local telephone service. User shall be responsible for ensuring that such equipment or ancillary services are compatible with the Services.
2. Sites Content
The Sites and its contents may only be used in accordance with the terms of this Agreement. All materials displayed or performed on the Sites (including, but not limited to text, graphics, news articles, photographs, images, illustrations, audio clips and video clips, also known as the "Content") are protected by copyright. User shall abide by all copyright notices, information, and restrictions contained in any Content accessed through the Services.
No portion of these Sites or downloads requested from them can be reproduced, distributed, transmitted, copied, quoted, sold, re-sold or re-purposed without the prior, express, written permission of TechVentive or from the copyright holder identified in such Content's copyright notice.
TechVentive requests that, according to standard academic practice, if a User uses the Service for any research that results in an article, a book, or other publication, the User lists TechVentive as a resource in User's bibliography.
User acknowledges and agrees that if User uses any of the Services to contribute Content to the Sites, TechVentive is hereby granted a non-exclusive, worldwide, royalty-free, transferable right to fully exploit such Content (including all related intellectual property rights) and to allow others to do so. User warrants, represents and agrees that it will not contribute any Content that is infringing, libelous, defamatory, obscene, pornographic, abusive, offensive or otherwise violates any law or right of any third party. TechVentive reserves the right to remove any Content from the Sites at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if TechVentive is concerned that User may have breached the immediately preceding sentence), or for no reason at all.
User is responsible for all of its activity in connection with the Services and accessing the Sites. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of Users right to Services or to access the Sites. User may not post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain private information from any TechVentive user.
Use of the Sites or Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material including that which are deemed threatening or obscene, or engage in any kind of illegal activity is expressly prohibited.
4. Warranty Disclaimer
TechVentive has no special relationship with or fiduciary duty to User. User acknowledges that TechVentive has no control over, and no duty to take any action regarding: which users gain access to the Sites; what Content User accesses via the Sites; what effects the Content may have on User; how User may interpret or use the Content; or what actions User may take as a result of having been exposed to the Content. User releases TechVentive from all liability for User having acquired or not acquired Content through the Sites. The Sites may contain, or direct User to sites containing, information that some people may find offensive or inappropriate. TechVentive makes no representations concerning any content contained in or accessed through the Sites, and TechVentive will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Sites. THE SERVICES, CONTENT, SITES AND ANY SOFTWARE ARE PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO USER.
ELECTRONIC COMMUNICATIONS PRIVACY ACT NOTICE (18 USC 2701-2711): TECHVENTIVE MAKES NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITES OR ANY WEB-SITE LINKED TO THE SITES. TechVentive will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on TechVentive's equipment, transmitted over networks accessed by the Sites, or otherwise connected with User's use of the Services.
5. Registration and Security
As a condition to using certain Services, User may be required to register with TechVentive or provide to TechVentive personally identifiable information. User shall provide TechVentive with accurate, complete, and updated information. Failure to do so shall constitute a breach of this Agreement, which may result in immediate termination of User's access to the site and/or requested materials. User may not (i) select or use the personally identifiable information of another person with the intent to impersonate that person; or (ii) use as the personally identifiable information that is subject to any rights of a person other than User without appropriate authorization. TechVentive reserves the right to refuse access to TechVentive Sites or intellectual property in its discretion.
User will indemnify and hold TechVentive, its parents, subsidiaries, affiliates, officers and employees, harmless, including costs and attorneys' fees, from any claim or demand made by any third party due to or arising out of User's access to the Sites, use of the Services, the violation of this Agreement by User, or the infringement by User, or any third party using of any intellectual property or other right of any person or entity.
7. Limitation of Liability
IN NO EVENT SHALL TECHVENTIVE BE LIABLE WITH RESPECT TO THE SITES OR THE SERVICES (I) FOR ANY AMOUNT IN THE AGGREGATE IN EXCESS OF THE FEES PAID BY USER THEREFORE; OR (II) FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO USER.
8. Fees and Payment
In the future, some of the Services may require payment of fees. User shall pay all applicable fees, as described on the Sites in connection with such Services selected by User. TechVentive reserves the right to change its price list and to institute new charges at any time, upon ten (10) days prior notice to User, which may be sent by email or posted on the Sites. Use of the Services by User following such notification constitutes User's acceptance of any new or increased charges.
TechVentive may also terminate or suspend any and all Services and access to the Sites immediately without prior notice or liability. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. TechVentive shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond TechVentive's reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including "line-noise" interference). If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by User except with TechVentive's prior written consent. This Agreement shall be governed by and construed in accordance with the laws of the state of Illinois without regard to the conflict of laws provisions thereof. The parties hereby expressly waive trial by jury in any action, proceeding or counterclaim brought by either of the parties against the other on any matters whatsoever arising out of or in any way connected with these Terms and Conditions and agree to submit to binding arbitration. Both parties agree that this Agreement, TechVentive’s Privacy Statement and other policies posted by TechVentive on the Sites are the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement. All modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and User does not have any authority of any kind to bind TechVentive in any respect whatsoever.