TelecomTactics, a division of T3i Group LLC whose primary
office is located at 90 East Halsey Road, Suite 202, Parsippany, New Jersey 07054 (provider)
will provide individual license(s) or a site license for use of the
TelecomTactics databases subject to the following terms and conditions of use.
The licenses will be valid and active for a period of 12
months. The initial date of service
will be the date on which provider receives a signed version of this contract
from the client.
All authorized users will have
unlimited access to the TelecomTactics databases during the term of the
contract.
Client will receive 12 monthly
issues of the Insider Newsletter and may request a reasonable number of
individuals within the client's company be added to the e-mail list for direct
e-mail distribution (current and back issues are also available on the
TelecomTactics website).
Single user license clients will
have access to the TelecomTactics call-in support service. Each single user
license is not to be shared, and call-in support is allocated at six hours per
year per company. Call-in support exceeding this limit may be offered on a fee
basis at the discretion of the TelecomTactics Division of T3i Group LLC.
Clients with site licenses have customized call-in support agreements.
The access to the TelecomTactics
databases, 12 monthly issues of the Insider newsletter and six hours of call in
support are collectively known as the “Services.”
By using the Service, client
agrees to the following terms and conditions:
All materials contained in the TelecomTactics
Site are the copyrighted property of the TelecomTactics Division of T3i Group
LLC, unless otherwise indicated, and are protected by U.S. copyright laws and
international treaties. No material
from the TelecomTactics site may be copied, reproduced, republished, uploaded,
posted, transmitted, or distributed in any way without written permission from
the TelecomTactics Division of T3i Group LLC, except that authorized users may
download to their computers product databases and/or selected portions of
databases for analysis, development of competitive positioning information or
other bona fide business purposes such as creating an internal or end-customer
presentation, provided that (i) they keep intact all copyright and other
proprietary notices, (ii) they make no modifications to the materials which
would cause another person to believe those modifications originated in the
TelecomTactics database.
The publication of any TelecomTactics material
on any other Web site or computer environment is prohibited unless written
permission is received from the TelecomTactics Division of T3i Group LLC.
As a purchaser of single user licenses, client and
individual license holders may not share the assigned user IDs and passwords
with any other individuals within or outside of client’s company, or in any way
enable them to access the TelecomTactics database.
In the event an authorized user downloads
software from the TelecomTactics Site, the software, including any files,
images incorporated in or generated by the software, and data accompanying the
software (collectively, the "Software") are licensed to client by
TelecomTactics for the personal/business use of the user. TelecomTactics does not transfer title to the
Software to client. Client owns the
medium on which the Software is recorded, but TelecomTactics retains full and
complete title to the Software and all intellectual property rights
therein. Client may not sell, auction,
decompile, reverse engineer, disassemble, or otherwise reduce the Software to a
human-readable form.
PAYMENT
The
annual license fee is due in full at the beginning of the one-year subscription
period. THERE ARE NO REFUNDS OR CREDITS
FOR ANY PARTIAL-YEAR SUBSCRIPTION PERIODS.
No full or partial refunds can be made after the start of the
subscription period for any reason.
All payments must indicate T3i Group LLC as the
payee. Payments made to T3i Group LLC
may be made through a third party service.
TelecomTactics and T3i Group LLC are not liable for any monies lost during
the transaction process or non-payment issues.
The TelecomTactics Division of T3i Group LLC does not collect or store
any credit card information and cannot be liable for any lost or stolen credit
card numbers.
INDEMNIFICATION
Client hereby
indemnifies, defends, and hold TelecomTactics and its affiliates and officers,
directors, owners, agents, information providers, licensors, and licensees
(collectively, the "Indemnified Parties") harmless from and against
any and all liabilities and costs (including reasonable attorneys' fees)
incurred by the Indemnified Parties in connection with any claim arising out of
any breach by client of these terms of use or claims arising from client’s
account. Client shall use best efforts
to cooperate with TelecomTactics in the defense of any claim. TelecomTactics reserves the right to assume
the exclusive defense and control of any matter otherwise subject to
indemnification by client.
THE MATERIALS IN
THE TELECOMTACTICS SITE ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES
OF ANY KIND, EITHER EXPRESS OR IMPLIED.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW,
TELECOMTACTICS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE AND NON-INFRINGEMENT.
tELECOMTACTICS DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE
MATERIALS ON THE TELECOMTACTICS SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT
DEFECTS WILL BE CORRECTED, OR THAT THE TELECOMTACTICS SITE OR THE SERVERS THAT
MAKE SUCH MATERIALS AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL
COMPONENTS. WHILE TELECOMTACTICS
PERSONNEL HAVE MADE REASONABLE EFFORTS TO ENSURE ACCURACY AND QUALITY,
TELECOMTACTICS DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE
OR THE RESULTS OF THE USE OF THE MATERIALS ON THE TELECOMTACTICS SITE,
INFORMATION OBTAINED THROUGH CALL-IN SERVICE OR INFORMATION CONTAINED IN THE
INSIDER NEWSLETTER IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR
OTHERWISE.
UNDER NO CIRCUMSTANCES, INCLUDING, BUT
NOT LIMITED TO, NEGLIGENCE, SHALL TELECOMTACTICS BE LIABLE FOR ANY DIRECT,
INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE
USE OF, OR THE INABILITY TO USE, THE TELECOMTACTICS SITE OR MATERIALS OR
FUNCTIONS ON ANY SUCH SITE, EVEN IF
TELECOMTACTICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL TELECOMTACTICS’ TOTAL
LIABILITY TO CLIENT FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION WHETHER IN
CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE EXCEED
THE AMOUNT PAID BY CLIENT, IF ANY, OR $100 (WHICHEVER IS LESS) FOR ACCESSING OR
PARTICIPATING IN ANY ACTIVITY RELATED TO THE TELECOMTACTICS SITE.
This Agreement contains the final and entire agreement
between the parties regarding client’s use of the Services and supersedes all
previous and contemporaneous oral or written agreements regarding client use of
the Services. Provider may discontinue
or change the services, or their availability at any time. Client may not assign its rights or
obligations under this Agreement to any other company or individual. No third party is a beneficiary of this
Agreement. Client agrees that this
Agreement, as well as any and all claims arising from this Agreement will be
governed by and construed in accordance with the laws of the State of New
Jersey, United States of America applicable to contracts made entirely within
Maryland and wholly performed in New Jersey, without regard to any conflict or
choice of law principles. The sole jurisdiction and venue for any litigation
arising out of this Agreement will be an appropriate federal or state court
located in New Jersey.
This signed
document may be returned either via fax to 973-602-0120 or via scanned e-mail
to dallison@t3igroup.com.
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