Terms & Conditions
Terms & Conditions of SaleDownloadable Terms & Conditions
1. Governing Provisions.
This writing constitutes an offer or counteroffer by Reliance Detection Technologies, LLC (Seller) to sell the product described herein in accordance with these terms and conditions. This writing is not an acceptance of any offer made by Buyer, and acceptance of this offer is expressly conditioned upon the Buyer’s acceptance of these terms and conditions when at Seller’s option. Buyer shall have given to Seller (orally or in writing) specifications of quantity and/or type of products, shipment dates, shipping instructions, billing instructions or the like as to all or any part of the products described herein or on the face hereof; or the Buyer has received delivery of the whole or any part thereof; or the Buyer has received delivery of the wh0ole or any part hereof; or the Buyer has otherwise assented to the terms and conditions hereof. NO ADDITIONAL TERMS OR DIFFERENT TERMS OR CONDITIONS SHALL BE BINDING UPON SELLER NOR CAN THE BUYER’S ACCEPTANCE LIMIT OR ALTER SELLER’S TERMS AND CONDITIONS UNLESS SPECIFICALLY AGREED TO IN WRITING SIGNED BY DULY AUTHORIZED PERSONNEL OF THE SELLER. SELLER HEREBY OBJECTS TO ANY SUCH ADDITIONAL PROVISIONS CONTAINED IN ANY PURCHASE ORDER OR OTHER COMMUNICATIONS FROM BUYER. Any document received from Buyer which contains terms and conditions conflicting with Seller’s documents shall not become part of the contract; only those terms and conditions as specified in Seller’s documents shall be binding, unless otherwise modified in writing and no implied terms and conditional shall be substituted for Seller’s terms and conditions to resolve any conflict. This contract and these terms and conditions shall constitute the entire agreement between Seller and Buyer and shall be governed by and shall be construed according to the internal laws of the State of Connecticut.
2. Delivery, Risk of Loss and Transportation Costs.
All products are sold F.O.B. Seller’s location in Branford, Connecticut, U.S.A. unless otherwise stated on the Seller’s offer or counteroffer. Delivery of products to a carrier at Seller’s location or other loading point shall constitute delivery to the Buyer; and regardless of shipping terms or freight payment all risk of loss or damage in transit shall be born by the Buyer. Method and route of shipment shall be at the discretion of Seller unless Buyer shall specify otherwise; any additional expenses of the method or route of shipment specified by Buyer shall be born entirely by Buyer.
3. Partial Shipments, Claims & Delays.
Seller reserves the right to make delivery in installments unless expressly stipulated within the offer. All such installments shall be separately invoiced and paid for when due per invoice, without regard to subsequent deliveries. Delay in deliveries of any installment shall not relieve Buyer of his/her obligations to accept remaining deliveries.
Claims for shortages or other errors in delivery must be made in writing to Seller within TEN (10) DAYS after receipt of shipment and failure to give such notice shall constitute unqualified acceptance and a waiver of all such claims by Buyer. Claims for loss or damage to products in transit shall be made to the carrier and not the Seller.
Seller shall not be liable for any delay due to any cause beyond Seller’s reasonable control, including, without limitation, an act of God, act of the Buyer, embargo or other government act, regulation or request, fire, accident, strike, slow down, war, riot, delay in transportation, inability to obtain necessary labor, materials or manufacturing facility.
We accept VISA, MasterCard, American Express and Discover credit or debit cards for all orders. Your card will be charged by RDT parent company, Madison Company, Inc., whose name will appear on your credit card statement.
Credit Card orders will be processed online in real time via AuthorizeNet or via our then current credit card processing provider. We isolate account information submitted to us, including credit card numbers and personal information, from unauthorized Internet access.
We accept telephone orders. Contact a RDT Representative at 888-771-4929 or email us at email@example.com with your phone number and best time for us to call you. We will call you and process your order by phone.
For customers with established credit, Terms are net thirty (30) days from date of shipment unless otherwise specified on our invoice. If during the period of performance of an order, the financial condition of the Buyer shall not justify the payment terms specified, or if the Buyer shall fail to make any payments in accordance with these terms, RDT may require full or partial payment in advance before proceeding with the order.
5. Taxes & Other Charges.
Any manufacturer’s tax, retailer’s occupation tax, sales tax, duty, custom, inspection or testing fee, or any other tax, fee or charge of any nature whatsoever imposed by any government authority on or measures by the transaction between Seller and Buyer shall be paid by Buyer in addition to the price quoted or invoiced. In the event the Seller is required to pay any such tax, fee or charge, the Buyer shall reimburse Seller. Therefore, in lieu of such payment the Buyer shall provide Seller at the time order is submitted with an exception certificate or other document acceptable to the authority imposing the same.
All references in these terms and conditions of sale to “products” includes all items which are manufactured by the Seller. Seller warrants products manufactured and/or distributed by it to be free from defects in materials and workmanship for a period of THREE (3) YEARS from date of shipment. If within such period any such products shall be proven to Seller’s satisfaction to be defective, such products shall be repaired, replaced or price refunded at Seller’s options. Seller’s obligation for nonperformance, defective products, or any damage caused by its products or their use, and Buyer’s exclusive remedy therefore, shall be limited to such replacement or refund and shall be conditioned upon Sellers receiving written notice, together with a demand for such replacement or refund THIRTY (30) DAYS after the date of shipment of such products. This exclusive remedy shall not be deemed to have failed its essential purpose under any circumstances so long as Seller is willing and able to replace defective products or refund the purchase price within the time specified. SELLER’S PRICES ARE BASED ON THE POLICY LIMITING ITS LIABILITY. IF BUYERS DESIRES FOR SELLER TO PROVIDE A WARRANTY GREATER THAN THAT WHICH IS STATED ABOVE, THEN THE SELLER WILL ADJUST UPWARDS THE PRICE FOR THE PRODUCT DESCRIBED HEREIN OR ON THE FACE OF THE ORDER TO REFLECT THE ADDITIONAL EXPENSE TO BUYER WHICH SUCH A WARRANTY OBLIGATION WOULD CAUSE.
7. Disclaimers of Warranty & Liability
THE FOREGOING WARRANTIES PROVIDED IN SECTION 6 HEREOF AND EXCLUSIVE AND IN LIEU OF ALL OTHER EXPRESS AND IMPLIED WARRANTIES (EXCEPT OF TITLE) INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Seller does not warrant its products to be suited for any particular purpose. Any suggestions made by the Seller concerning the product, its use, its performance, its production capabilities, quality requirements and/or suggestions with respect to equipment design, engineering, use or the like, are to be construed as suggestions only and any and all specified intended uses should be confirmed by Buyer’s independent testing. Any description of the product given to the Buyer by the Seller is for the sole purpose of identifying it, is not part of the basis of that bargain and does not constitute a warranty that the product shall conform to that description. The use of any samples in connection with the sale is for illustrative purposes only, is not part of the basis of the bargain and is not to be construed as a warranty that the product will conform to that sample. None of the Seller’s agents, employees, or manufacturer’s representatives has any authority to bind Seller to any affirmation, representation or warranty other than those stated herein. Seller shall not be subject to any obligations or liabilities whatsoever with respect to this agreement, products manufactured and/or distributed by it or any undertakings, acts or omissions relating thereto.
It shall be the sole responsibility of the Buyer and/or user to comply with all federal, state and local rules and regulations concerning the use of products described in this quote or on the face of the order and shall not be the responsibility of the Seller.
8. Cancellation & Return.
No order accepted by Seller may be cancelled or altered by Buyer except upon terms and conditions acceptable to Seller as evidenced by written consent signed by duly authorized personnel of Seller. In the event of such approved cancellation by Buyer, Seller shall be entitled to payments for all finished and in-process products, as well as any cost incurred in the preparation of Buyer’s order to the date of cancellation.
Products may be returned to Seller only with Seller’s Return Good Authorization obtained by Buyer in advance. Products may not be returned unless they are in marketable condition. Returned products must be securely packaged to reach Seller without damage, and any cost incurred by Seller to put products in marketable condition will be charged to Buyer. A restocking charge of 20% will be charged to the Buyer for all standard products returned to Seller.
9. Patents, Trademarks & Copyrights.
Seller, at its own expense, will defend any suits that may be instated by anyone against infringement consisting of the use of such products, or parts thereof, in Buyer’s business, and provided Buyer shall have made all payments when due hereunder and shall give Seller immediate notice in writing of any such suit and transmit to Seller immediately upon receipt all processes and papers served upon Buyer and permit Seller through its council either in the name of the Buyer or in the name of the Seller, to defend the same and give all needed information, assistance and authority to enable the Seller to do so. If such products in such suit are held in and of themselves to infringe any valid United States patent, trademark, or copyright then: (a) Seller shall pay final award of damage in such suit attributable to such infringement, and (b) if in such suit use of such products by Buyer is permanently enjoined to be reason of such infringement, Seller shall: (a) at its own expense and at its sole option, either (i) procure for Buyer the right to continue using the products, (ii) modify the products to render them non-infringing, (iii) replace the products with non-infringing products, (iv) refund the purchase price and the transportation costs paid by Buyer for the products.
Nothwithstanding the foregoing, Seller shall not be responsible for any compromise of settlement made without its written consent, or for infringements of combination or process patents covering the use of the products in combination with other products or materials not furnished by the Seller. The foregoing states the entire liability of Seller for infringement and in no event shall Seller be liable for consequential damages attributed to an infringement.
As to any products furnished by Seller to Buyer manufactured in accordance with drawings, designs, or specifications proposed or furnished by Buyer or any claim of contributory infringement resulting from the use or resale by Buyer of products sold hereunder, Seller shall not be liable and Buyer shall indemnify Seller and hold Seller harmless from any and all losses, liability, damage, claims or expenses (including but not limited to Seller’s reasonable attorney’s fees and other costs of defense) incurred by Seller as a result of any claim of patent, trademark, copyright or trade secret infringements or infringements of any other proprietary rights of third parties.
10. Disclaimer of Consequential Damages & Other Liability
Buyer’s indemnity. Seller’s liability with respect to breaches or warranties shall be limited as provided in Section 6 hereof. With respect to other breaches of this contract, Seller’s liability shall in no event exceed the contract price. SELLER SHALL NOT BE SUBJECT TO AND DISCLAIMS (a) ANY OTHER OBLIGATIONS OR LIABILITIES ARISING OUT OF BREACH OF CONTRACT OR OF WARRANTY; (b) ANY OBLIGATIONS WHATSOEVER ARISING FROM TORT CLAIMS (INCLUDING NEGLIGENT AND STRICT LIABILITY) OR ARISING OUT OF OTHER THEORIES OF LAW WITH RESPECT TO PRODUCTS SOLD OR SERVICES RENDERED BY SELLER OR ANY UNDERTAKING, ACTS OR OMMISSIONS RELATING THERTO, AND; (c) ALL CONSEQUENTIAL, INCIDENTAL AND CONTINGENT DAMAGES WHATSOEVER.
Without limiting the generality of the foregoing, Seller specifically disclaims any liability for penalties (including administrative penalties, special or punitive damages, damages for lost profits or revenues, loss of use of products or any associated equipment, cost of capital, facilities or services, downtime, shutdown or slowdown costs, or for any other types of economic loss). All of the limitations and disclaimers contained in this paragraph an in the rest of this contract shall apply to claims of Buyer’s customers or any third party.
Buyer shall indemnify Seller against any and all losses, liabilities, damages and expenses (including, without limitation, attorney’s fees and other costs of defending any action) which Seller may incur as a result of any claim by Buyer or other arising out of the connection with the products and/or services sold hereunder and based on product or service defects not proven to have been caused solely by Seller’s negligence.
11. Final Agreement.
This writing is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of their agreement. Any subsequent modification or amendment to it may be made only in writing signed by both parties hereto.
12. Design Changes.
Due to continuous improvements in design, some standard product may differ slightly from the description and/or photograph in the Seller’s catalog.
Last update: 26 October 2017
1. Acceptance of Terms
RDT reserves the right, at its sole discretion, to revise or modify these Terms at any time, and you agree to be bound by such revisions or modifications. All users, including you, are responsible for viewing these Terms periodically. Your continued use of the Mobile Application after a change or modification of these Terms has been made will onstitute your acceptance of the revised Terms. If we feel the modifications are material, we may post a notice on our Mobile Application and/or website. All new and/or revised Terms take effect immediately and apply to your use of the Mobile Application and the Services from that date on, except that material changes may take effect 7 days after the change is made and identified as material. If you do not agree to the Terms, your only remedy is to discontinue your use of the Mobile Application and to cancel any Account(s) you have created for use of the Mobile Application (as defined below), by notifying us at firstname.lastname@example.org.
If you violate the Terms, RDT reserves the right to immediately terminate or suspend all or part of the Accounts you have created for using the Mobile Application. You agree that RDT does not need to provide you notice before terminating or suspending your Account(s), but it may provide such notice in its sole discretion.
You agree that RDT may change or discontinue any part of the Services (as defined below) provided through the Mobile Application, including its Contents (as defined below), at any time and for any reason, without notice to you and without liability. You declare that by acceptance of these Terms and/or by using the Services provided through the Mobile Application you are of legal age to form a binding contract with RDT or under the strict and continuous supervision of a parent or any other qualified legal guardian, and in any case, at least 16 years of age. You may not use the Services and may not accept these Terms if you are a person barred from receiving the Services under the laws of the country in which you are resident or from which you use the Services.
2. Description of the Services
RDT provides services through its website located at https://reliancedetection.com and through its Mobile Application (the “Mobile Application”) which is accessed through its website and, inter alia, includes: (a) water and gas management information and related services; (b) software, data, reports, text, images, sounds, video, and content made available through any of the foregoing (collectively referred to as the “Content”); With respect to these Terms, the term “Services” shall refer to the services provided by RDT that are available via a mobile device through the Mobile Application. The Mobile Application enables you to view the data transmitted from RDT’s water and/or gas management systems that may be installed in your premises (the “Hardware”) to your mobile device and to control the Software through the Mobile Application. As you access the Services through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using the Mobile Application may be prohibited or restricted by your carrier, and the Mobile Application may not work with all carriers or devices. By using the Mobile Application, you agree that we may communicate with you by SMS, MMS, text message or other electronic means to your mobile device for the purpose of providing the applicable service and that certain information about your usage of the Mobile Application may be communicated to us. Any updates or new features added to or enhancing the Service, including the Mobile Application, are also subject to these Terms; to keep the Mobile Application up-to-date, you agree that we may automatically provide you with such updates without your further consent or notice to you. NOTE THAT IN ORDER FOR THE MOBILE APPLICATION TO FUNCTION (INCLUDING EMERGENCY NOTIFICATION SERVICES), THE HARDWARE MUST BE PROPERLY INSTALLED IN YOUR PREMISES.
You acknowledge and agree: (i) that the Mobile Application is being be made available to you though the hosting services (the: “Hosting Services”) of Microsoft Azure, or any other provider according to RDT’s sole discretion (the: “Hosting Provider”). The Hosting Services shall be subject to the terms and conditions required by the Hosting Provider (ii) that any data which will be uploaded and stored with the Hosting Provider is outside the control of the RDT and shall be subject to the Hosting Provider’s technology and security/privacy/backup features and policies and that RDT shall not bear any liability or responsibility for any such storage of the such hosted or for any security/privacy/backup failures.
RDT shall not assume any responsibility to any content which is published, displayed and/or suggested through the Services, its integrity, accuracy and/or reliability. RDT cannot guarantee that the Services will always function without disruptions, delay or errors. A number of factors may impact the quality of your communications and use of the Services, and may result in the failure of your communications including, without limitation, your local network, firewall, your internet service provider, the public internet and your power supply. RDT takes no responsibility for any disruption, interruption or delay caused by any failure of or inadequacy in any of these items or any other items over which we have no control.
3. Access to the Mobile Application
It is your responsibility to ensure your mobile device meets all the necessary technical specifications to enable you to access and use the Services. RDT does not provide you with the equipment to access and/or use our Services. You are responsible for all fees charged by third parties related to your access and use of the Services (e.g., charges by internet service providers or air time charges).
4. Cloud Platform Facilities and Data Transfer
All facilities used to store and process your data will adhere to reasonable security standards no less protective than the security standards at facilities where RDT processes and stores its own information of similar type. RDT, through its Third Party Provider (“Third Party Provider”), has received assurances that it has implemented industry standard systems and procedures to: (a) ensure the security and confidentiality of an application and your data; (b) protect against anticipated threats or hazards to the security or integrity of an application and your data; and (c) protect against unauthorized access to or use of an application and your data. By using the Services, you consent to this processing and storage of an application and your data. You acknowledge and confirm, that under these Terms, RDT and its Third Party Provider is merely a data processor and shall not be liable to you or to any third party in any other respect.
The Services are continually under development and modification, including by way of adding or deleting services and/or features, from time to time (the “Application Update”). The Application Update on your mobile device shall not be made without a prior notification and your consent. However, in the event that you shall refrain from giving your consent to the Application Update, you may, after a certain period of time, lose the ability to receive the Services through the Mobile Application, due to your refusal to update.
Without derogation from the above, after giving consent to such Update, you agree that RDT shall not be liable to you or to any third party for any such modification of the Services and your sole remedy for such modification is for you to terminate your right to access and use the Services as provided below.
6. Account Information
During the process of creating an Account in order to access the Mobile Application (the “Account”), you will be required to register and select a password (the “Login Information”). The following rules govern the security of your Account and Login Information. For the purposes of these Terms, references to Account and Login Information shall include any Account and Account information, including user names, passwords or security questions that are used to access the Services:
- You shall not share your Account or Login Information, nor let anyone else access your Account or do anything else that might jeopardize the security of your Account.
- In the event you become aware of or reasonably suspect any breach of security, including, without limitation any loss, theft, or unauthorized disclosure of your Login Information or unauthorized access to your Account, you must immediately notify RDT and modify your Login Information.
- You are solely responsible for maintaining the confidentiality of the Login Information, and you will be responsible for all uses of your Login Information, whether or not authorized by you.
- You are responsible for anything that happens through your Account, whether or not such actions were taken by you, including, for the avoidance of doubt, actions taken by third parties. You therefore acknowledge that your Account may be terminated if someone else uses it to engage in any activity that violates these Terms or is otherwise improper or illegal.
- You undertake to monitor your Account and restrict use by any individual barred from accepting these Terms and/or receiving the Services, under the provisions listed herein or any applicable law. You shall accept full responsibility for any unauthorized use of the Services by any of the above mentioned.
- RDT reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to claims by a third party that a username violates such third party’s rights.
Subject to your agreement and compliance with these Terms, RDT grants you a personal, non-exclusive, non-transferable, non-sub licensable, revocable, limited scope license to use the Services. Use of the Services shall be solely for your own, private, non-commercial purposes and for no other purpose whatsoever. You hereby acknowledge that your license to use the Services is limited by these Terms, and, if you violate or if, at any point, you do not agree to any of these Terms, your license to use the Services shall immediately terminate, and you shall immediately refrain from using the Services.
8. Account Termination
RDT may refuse access to the Services or may terminate your Account without notice for any reason, including, but not limited to, a suspected violation of these Terms, illegal or improper use of your Account, or illegal or improper use of the Services, products, or RDT’s and/or any third parties intellectual property as determined by RDT in its sole discretion. You may lose your user name as a result of Account termination, without responsibility on the part of RDT and/or the Third Party Provider for any damage that may result from the foregoing. If you have more than one Account, RDT may terminate all of your Accounts.
In addition to the foregoing, RDT may selectively remove or revoke Benefits associated with your Account. “Benefits” mean licensed rights granted, awarded, gifted, provided to and/or purchased by you to access and/or use online or offline elements or features of the Services, and include but are not limited to paid and free downloadable content, virtual currency, digital and/or virtual assets, unlockable content, rights of use tied to unlock keys or codes, serial codes and/or online authentication of any kind, and in-service ranking or status. If your Account, or a particular subscription for a Service associated with your Account, is terminated, suspended and/or if any Benefits are selectively removed, revoked or garnisheed from your Account, no refund will be granted, no Benefits will be credited to you or converted to cash or other forms of reimbursement, and you will have no further access to your Account or Benefits associated with your Account or such particular Service.
You acknowledge that RDT is not required to provide you notice before suspending or terminating your Account or selectively removing, revoking or garnisheeing Benefits associated with your Account. In the event that RDT terminates your Account, you may not participate nor make use of the Services again without RDT’s express consent. RDT reserves the right to refuse to keep Accounts for, and provide access to the Services or other services to, any individual. You may not allow individuals whose Accounts have been terminated by us to use your Account. If you believe that any action has been taken against your Account in error, please contact us at: email@example.com.
You are solely responsible to preserve the originals of any content you provide and/or upload to the Services. RDT does not guarantee that any content will always be available through the Services. Do not rely upon the Services as a storage space for such content.
IF YOU WISH TO TERMINATE YOUR ACCOUNT, YOU MAY DO SO AT ANY TIME BY:
(I) NOTIFYING US AT ANY TIME AT firstname.lastname@example.org OR (II) CLOSING YOUR ACCOUNTS FOR ALL OF THE SERVICES WHICH YOU USE, WHERE THIS OPTION HAS BEEN MADE AVAILABLE TO YOU.
The provisions of these Terms shall survive any termination or expiration thereof, including without limitation, the warranty disclaimers, limitation of liability and indemnity provisions.
9. User Content
You agree that any User Content (as defined below) uploaded or used by you through the Services is done so at your sole and exclusive responsibility. You agree that you are uploading and using such User Content willingly and you represent that you own such User Content, or have received the necessary authorizations from third parties, and that you have all rights to use said content, and that the use of such content by you complies with all applicable laws and third party rights, to the extent applicable.
RDT does not claim ownership of any data, text, graphics, photographs, or any other content, and their selection and arrangement, uploaded to the Services by any user (“User Content”). However, by sending and/or creating User Content and/or using the Services you automatically grant RDT a non-exclusive, royalty-free, perpetual license of all worldwide rights to share, use, edit, modify, include, incorporate, adapt, record and reproduce such User Content, including, without limitation, all trademarks associated therewith, in any manner whatsoever, in or out of context, in all languages, in all media now known or hereafter created for the purposes set forth in the Services and these Terms, including for the avoidance of doubt commercial, non-commercial and/or promotional use by RDT associating such User Content with your user information, user name. RDT may retain any raw material that you submit, and make internal use of such material including for testing purposes. You may request that RDT delete and make no further use of such material by contacting us at: email@example.com.
RDT may or may not regulate User Content and provides no representations or guarantees regarding the accuracy, quality, or integrity of any User Content. By using the Services, you acknowledge and accept that you may be exposed to material you find offensive or objectionable. You agree that RDT will not under any circumstances be responsible or liable for any User Content, including, but not limited to, errors in any User Content or any loss or damage incurred by use of the User Content or for any failure to or delay in removing User Content.
RDT reserves the right (but shall at no time be obligated) to, in its sole discretion, remove, block, edit, move, disable or permanently delete User Content from the Services with or without notice for any reason whatsoever. You hereby agree that, to the maximum extent permitted by applicable law, RDT and its Third Party Provider shall at no time be responsible or held liable for the removal, modification or blocking of material or User Content that may be considered offensive and shall at no time be obligated to effect such removal other than under applicable law.
10. Rules of Conduct and Usage
You represent and warrant that you have full right and authority to use the Services and to be bound by these Terms. You agree that you will comply fully with these Terms and all applicable domestic and international laws, regulations, statutes, ordinances that govern your use of such Services. Without limiting the foregoing and in recognition of the global nature of the internet, you agree to comply with all local and international rules regarding online conduct. You also agree to comply with all applicable laws affecting the transmission of content or the privacy of persons.
You undertake that you shall not defraud, or attempt to defraud, RDT or other users, and that you shall not act in bad faith in your use of the Services. If RDT determines that you have acted in bad faith and/or in violation of these Terms, or if RDT determines that your actions fall outside of reasonable community standards, RDT may, at its sole discretion, terminate your Account and prohibit you from using the Services. You agree that your use of the Services shall be lawful and that you will comply with the usage rules. In furtherance of the foregoing, and as an example and not as a limitation, you agree that you shall not:
- create an Account with or access the Services if you are barred from receiving the Services under the provisions of these Terms or any applicable law; and/or
- upload, post, transmit or otherwise disseminate any material that is vulgar, indecent, obscene, pornographic, sexual or that is, in a reasonable person’s view, otherwise offensive or objectionable; and/or
- libel, ridicule, defame, mock, stalk, intimidate, threaten, harass, or abuse anyone, hatefully, racially, ethnically or in any other manner; and/or
- copy, rent, lease, sell, transfer, assign, sublicense, disassemble, reverse engineer or decompile (except if expressly authorized by RDT or by applicable statutory law), modify or alter any part of the Services; and/or
- upload or transmit (or attempt to upload or transmit) files that contain viruses, Trojan horses, worms, time bombs, cancel bots, corrupted files or data, or any other similar software or programs that may damage the operation of the Services or the computers of other users of the Services; and/or
- advertise, solicit or transmit any commercial advertisements, including chain letters, junk e-mail or repetitive messages (spim or spam) to anyone; and/or
- violate the contractual, personal, intellectual property or other rights of any party including by using, uploading, transmitting, distributing, or otherwise making available any information or material made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other right of any party (including rights of privacy or publicity); and/or
- create false personas, multiple identities, multiple user Accounts, set up an Account on behalf of someone other than yourself, use bots or other automated software programs to defraud or which otherwise violate these Terms and/or the terms of service of any third-party applications or social networks through which the Services is accessed; and/or
- upload or transmit (or attempt to upload or to transmit), without RDT’s express consent, any material that acts as a passive or active information collection or transmission mechanism, including, without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies or other similar devices (sometimes referred to as “spyware”, “passive collection mechanisms” or “pcms”); and/or
- improperly use support channels or complaint buttons to make false reports to RDT; and/or
- develop and distribute “auto” software programs, “macro” software programs or other “cheat utility” software programs or applications; and/or
- encourage any third party to: (i) directly or indirectly generate usage, queries, impressions, or clicks through any automated, deceptive, fraudulent or other invalid means; (ii) edit or modify any tag, or remove, obscure or minimize any tag in any way; or (iii) engage in any action or practice that reflects poorly on RDT and/or its products or otherwise disparages or devalues RDT’s and/or its products reputation or goodwill; and/or
- make representations with respect to RDT not approved in advance and in writing by RDT. You shall obtain RDT’s prior written approval to the content of any marketing message, and with respect to any use of RDT’s trade name and/or trademarks and/or designs in connection with the Services; and/or
- rent, lease, sell, trade, gift, bequeath or otherwise transfer your Account to anyone without RDT’s prior written consent; and/or
- access or use an Account which has been rented, leased, sold, traded, gifted, bequeathed, or otherwise transferred from the Account creator without RDT’s prior written consent; and/or
- engage in any fraudulent activity with respect to payment methods or advertiser tracking mechanisms; and/or
- violate any applicable laws or regulations, or encourage or promote any illegal activity including, but not limited to, copyright infringement, trademark infringement, defamation, invasion of privacy, identity theft, hacking, cracking or distribution of counterfeit software, or cheats or hacks for the Services; and/or
- attempt to use the Services on or through any service that is not authorized by RDT. Any such use is at your own risk and may subject you to additional or different terms. You are hereby acknowledge that RDT (and/or any party on its behalf) take no responsibility for your use of the Services through any service that is not authorized by it; and/or
- take any action that impose unreasonable or disproportionately large load on the infrastructure of the Services; and/or
- attempt to interfere with, hack into or decipher any transmissions to or from the servers for the Services; and/or
- interfere with the ability of others to enjoy using the Services, including disruption, overburden or aid the disruption or overburdening of the Services’ servers, or take actions that interfere with or materially increase the cost to provide the Services for the enjoyment of all its users.
The foregoing list of prohibitions provides examples and is not exhaustive or exclusive. RDT may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct. When legally required or at RDT’s discretion, RDT will cooperate with law enforcement agencies in any investigation of alleged illegal activity on the Services or on the Internet.
11. Intellectual Property Ownership
RDT and/or its affiliates and or its Third Party Provider (as applicable) retain all rights in the Services’ materials (including, but not limited to, applications, software, designs, graphics, texts, information, pictures, video, sound, music, and other files, and their selection and arrangement) (collectively, “Services’ Materials”). The entire Contents of the Services are protected by applicable copyright, trade dress, patent, and trademark laws, international conventions, and other laws protecting intellectual property and related proprietary rights. You shall not, nor shall you cause any other party to modify, decompile, disassemble, reverse engineer, copy, transfer, create derivative works from, rent, sub-license, distribute, reproduce framed, republish, scrape, download, display, transmit, post, lease or sell in any form or by any means, in whole or in part, use for any purpose other than for using the Services pursuant to these Terms or otherwise exploit any of the Services’ Materials without RDT’s explicit, prior written consent. The foregoing shall not apply to your own User Content that you post through the Services in accordance with these Terms. All other uses of copyrighted or trade mark material, including any derivative use, require explicit, prior written consent from RDT. Any reproduction or redistribution of materials not in accordance with these Terms is explicitly prohibited and may result in the termination of your Account as well as severe civil and criminal penalties.
RDT and/or its licensees, licensors and affiliates own all right, title, and interest, including copyrights and other intellectual property rights, in and to all the Services’ Materials. You hereby acknowledge that you do not acquire any ownership rights by using the Services or by accessing any of the Services’ Materials, or rights to any derivative works thereof.
You are not required to provide RDT with any feedback or suggestions regarding the Services or any Services’ Materials. However, should you provide RDT with comments or suggestions for the modification, correction, improvement or enhancement of the Services and/or any of the Services’ Materials, then, subject to the Terms, you hereby grant RDT a non-exclusive, irrevocable, worldwide, royalty-free license, including the right to sublicense, to use and disclose such comments and suggestions in any manner RDT chooses and to display, perform, copy, have copied, make, have made, use, sell, offer to sell, and otherwise dispose of RDT’s Content embodying such comments or suggestions in any manner and via a ny media RDT chooses, but without reference to the source of such comments or suggestions.
Any such feedback, suggestions opinions, advice and all other information expressed by any third-parties on the Services represent their own views and not those of RDT. You should not rely on such feedback, suggestions, opinions, advice or other information. Neither RDT nor any of its affiliates or their respective agents, directors, employees, information providers, licensors, licensees, officers and/or affiliates shall be responsible or liable for any decisions made based on such information.
12. Disclaimer of Warranty; Limitation of Liability; Indemnification
The Services, Including the Mobile Application, the Content, and any data or other information provided by us, the Hardware or Mobile Application are provided on an “AS IS” and “AS AVAILABLE” basis. You agree that your use of the Services shall be at your sole risk. To the fullest extent permitted by law, RDT, its officers, directors, employees, information providers, licensors, licensees and agents disclaim all warranties, explicit or implied, in connection with the Services and your use thereof including implied warranties of merchantability, title, fitness for a particular purpose or non-infringement, usefulness, authority, accuracy, completeness, and timeliness. RDT makes no warranties or representations about the accuracy or completeness of the content of any sites linked to the Services, of any Third Party Materials (as defined below) and assume no liability or responsibility for any:
- violation of any term of these Terms
- errors, mistakes, inaccuracies, non-suitability or non-conformity of any content; and/or
- direct, indirect, special, incidental, punitive or consequential damages including without derogating personal injury, property damages and/or monetary damages, of any nature whatsoever, arising out of the use of or the inability to use the Services; and/or
- any unauthorized access to or use of Third Party Materials (as defined below), secure servers and/or any and all personal information and/or financial information stored therein; and/or
- any interruption or cessation of transmission to or from the Services; and/or
- any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Services by any third party; and/or
- content which is published, displayed and/or suggested through the Services, its integrity, accuracy and/or reliability; or
- 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, e-mailed, transmitted, or otherwise made available via the Services.
WITHOUT DEROGATING FROM THE ABOVEMENTIONED, IN NO EVENT WILL RDT, ITS DIRECTORS, OFFICERS, AGENTS, CONTRACTORS, PARTNERS, CONSULTANTS AND/OR EMPLOYEES AND/OR LICENSORS, BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER INCLUDING ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE SERVICES OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT RDT HAS BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. YOU SPECIFICALLY ACKNOWLEDGE THAT RDT SHALL NOT BE LIABLE FOR ANY USER SUBMISSIONS AND/OR DEFAMATORY, OFFENSIVE AND/OR ILLEGAL CONDUCT BY ANY THIRD PARTY, AND THAT THE RISK OF HARM OR DAMAGE FROM AND/OR ASSOCIATED WITH THE FOREGOING RESTS ENTIRELY WITH YOU.
You agree to indemnify and hold RDT, and each of its directors, officers, agents, contractors, partners and employees and licensors, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney’s fees, arising out of or in connection with any of the following:
- Your use of and access to the Services; and/or
- your violation of any term of these Terms; and/or
- your violation of any third party right, including without limitation any copyright, property, or privacy right; and/or
- any claim that any user submission made by you has caused damage to a third party.
- any User Content you post or share on or through the Services.
YOU AND RDT AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.
13. Dealings with Advertisers
Your correspondence or business dealings with, or participation in purchase of goods, use of coupons, promotions of, advertisers found on or through the Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that RDT will 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 advertisers on the Services, including, for the avoidance of doubt any dealings with third party vendors and/or merchants which were referred in any suggestions and/or recommendations provided through and/or within the Services.
14. Third Party Material
You may be able to access, review, display or use third party services, resources, content, information or links to other websites or resources (“Third Party Materials”) via the Services. You acknowledge sole responsibility for and assume any and all risks arising from your access to, use of or reliance upon any such Third Party Materials, and RDT disclaims any liability that you may incur arising from your access to, use of or reliance upon such Third Party Materials through the Services. You acknowledge and agree that RDT and/or its licensors: (i) is not responsible for the availability, accuracy integrity, quality or lawfulness of such Third Party Materials or the products or services on or available from such Third Party Materials; (ii) has no liability to you or any third party for any harm, injuries or losses suffered as a result of your access to or use of such Third Party Materials; and (iii) does not make any promises to remove Third Party Materials from being accessed through the Services. Your ability to a ccess or link to Third Party Materials or third party services does not imply any endorsement by RDT of Third Party Materials or any such third party services.
These Terms do not authorize you to, and you may not use any Third Party Materials except as expressly permitted by the owners of such Third Party Materials and such owners may have the right to seek damages against you for any unauthorized use of their Third Party Materials.
Without derogating from any of RDT’s rights and remedies under these Terms and/or under law, RDT will be entitled, at its sole discretion, to immediately discontinue the Services or any part thereof, including the termination of your Account, in the event of any alleged infringement, misappropriation or violation of any rights of any third parties in connection with the Third Party Materials.
You may not use any Third Party Materials for which you have not obtained appropriate approval to use. RDT cannot grant permission to use third party content.
15. Links, Search Engines
The Services may contain links to other websites or resources (“Linked Sites”). The Linked Sites are not under the control of RDT and RDT and the Third Party Provider are not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. RDT and the Third Party Provider are not responsible for webcasting or any other form of transmission received from any Linked Site. The inclusion of any link does not imply endorsement by RDT of the site or any association with its operators. You acknowledge and agree that RDT and the Third Party Provider will 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.
Notices to you may be made via the Services and/or e-mail. RDT may also provide notices of changes to these Terms or other matters by displaying notices or links to notices to you generally on the Services. You agree that all agreements, notices, disclosures and any other communications that RDT provide as aforementioned satisfy any legal requirement that such communications be in writing.
By using or visiting the Services, you agree that the laws of the State of Connecticut, without regard to principles of conflict of laws and regardless of your location, will govern these Terms and any dispute of any sort that might arise between you and RDT. Any claim or dispute between you and RDT that arises in whole or in part from your use of the Services shall be decided exclusively by a court of competent jurisdiction located in New Haven, Connecticut, to the exclusion of any other courts, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non-convenient with respect to venue and jurisdiction in the courts of New Haven, Connecticut.
RDT may assign its rights and/or obligations hereunder and/or transfer ownership rights and title in the Services to a third party without your consent or prior notice to you. You may not assign or transfer any of your rights and obligations here under without the prior written consent of RDT. Any attempted or actual assignment thereof without RDT’s prior explicit and written consent will be null and void.
These Terms constitute the complete and exclusive agreement between RDT and you regarding its subject matter, and supersedes all prior or contemporaneous quotations, agreements, communications or understandings, whether written or oral, relating to its subject matter. Any waiver, modification or amendment of any provision of these Terms will be effective only if in writing and signed by duly authorized representatives of each party.
18. English Version
These Terms may be presented in a variety of languages, and it is hereby clarified that in the event of any conflict between the provisions of the English version of these Terms and those of any other language version, the English version of these Terms shall prevail.
For any questions about these Terms or any other issue regarding RDT or the Services please contact us at: firstname.lastname@example.org.
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