License Agreement
ClientTracker 5.0 Desktop Subscription and License Agreement
Thank you for choosing ClientTracker 5.0 Desktop, made by Ginkgo Software! This software is available by subscription only through the terms and conditions below.
This is an agreement between you and Ginkgo Software that describes your rights to use the software and services identified in section 1.1. For your convenience, we have phrased some of the terms of this agreement in a question and answer format. You should review the entire agreement because all of the terms are important and together create a legal agreement that applies to you once you accept it.
1. Scope of agreement, acceptance, and changes
1.1. What services are covered by this agreement? This agreement applies to Ginkgo Software’s ClientTracker 5.0 Desktop software, and access to it using your own computer (collectively the "services").
1.2. How do I accept this agreement? By using or accessing the services, or by agreeing to these terms where the option is made available to you in on the Ginkgo Software website, installers, and/or user interface, you agree to abide by this agreement without modification by you. If you do not agree, you may not use the services.
1.3. Can Ginkgo Software change these terms after I have accepted them? Yes. From time to time, Ginkgo Software may change or amend these terms. If we do, we will notify you, either through the user interface, in an email notification, or through other reasonable means. Your use of the services after the date the change becomes effective will be your consent to the changed terms. If you do not agree to the changes, you must stop using the services and cancel any paid services by following the instructions in section 9.7. Otherwise, the new terms will apply to you.
1.4. What types of changes can I expect to the services? We continuously work to improve the services and may change the services at any time. Additionally, there are reasons why Ginkgo Software may stop providing portions of the services, including (without limitation) that it's no longer feasible for us to provide it, the technology advances, customer feedback indicates a change is needed, or external issues arise that make it imprudent or impractical to continue.
2. Your ClientTracker 5.0 Desktop Software
2.1. How Does ClientTracker 5.0 Desktop Work? To access the ClientTracker 5.0 Desktop services, you will need to install it on your own computer. An installation program will be provided by Ginkgo Software. Upon installation, your subscription period will begin. The subscription period may be changed by Ginkgo Software, and currently it is one year from the date of installation. You will be notified in advance when your subscription requires renewal at the currently published rates. If the subscription is not paid in time and the program registration updated, the software will no longer function, but your data will be safe. See Section 4 for more information. p>
2.2. What Am I Responsible for with ClientTracker 5.0 Desktop? You are responsible for maintaining your own computer environment, including HIPAA security, backups, and anything that affects the operation of the software on your computer. ClientTracker 5.0 Desktop is warranted to function on the valid operating syastem on which it is originally installed.
3. Content
3.1. Who owns the content that I put on the services? Content includes anything you enter, store, or transmit through the services, such as electronic medical records, data, documents, photos, or other electronic files. Except for material that we license to you that may be incorporated into your own content (such as templates), we do not claim ownership of the content you provide on the services. Your content remains your content, and you are responsible for it.
3.2. Who can access my content? You have local control over who may access your content. If you don't want others to have that ability, don't use the services to share your content. In other words, don’t give out your username and password!
3.3. What does Ginkgo Software do with my content? Ginkgo Software does not have direct access to your content unless you give us permission. By requesting support services that involve updates and upgrades, live demo, troubleshooting, or file access of any kind, you are providing us with permission to view your data.
4. Services cancellation
4.1. What happens if I don't abide by these terms? If you violate this agreement, we may take action against you including (without limitation) removing your content from the services, suspending your access to the services, asking you to refrain from certain activities, canceling your services, and/or referring such activity to appropriate authorities. Additionally, we enforce a policy that provides for the termination, in appropriate circumstances, of the software of users who are repeat infringers.
4.2. Are there other ways I could lose access to the services? Yes. If you fail to make an on-time payment, we may suspend or cancel that service (see section 9 for more details).
4.3. How can I terminate the services? You may terminate the services at any time and for any reason. See section 9.10 for more info.
4.4. What happens if my services are canceled or terminated? If your services are canceled or terminated (whether by you or us), your right to use the services stops immediately and your license to use our software ends. You must then uninstall the ClientTracker 5.0 Desktop software, or, alternatively, we may disable it. If your services are canceled or terminated, you will be able to start up your service again for a fee.
5. Privacy
5.1. Does Ginkgo Software collect my personal information? Your privacy is important to us. We use certain information that we collect from you to operate and provide the services. We do not share your information with anyone. We do not rent, sell, access or in any way use your database information. This information will be kept strictly confidential in the highest manner possible in compliance with HIPAA standards.
5.2. Does Ginkgo Software disclose my personal information outside of Ginkgo Software? You consent and agree that Ginkgo Software may access, disclose, or preserve information associated with your use of the services, including (without limitation) your personal information and content, or information that Ginkgo Software acquires about you through your use of the services (such as IP address or other third-party information) when Ginkgo Software forms a good faith belief that doing so is necessary (a) to comply with applicable law or to respond to legal process from competent authorities; (b) to enforce this agreement or protect the rights or property of Ginkgo Software or our customers; or (c) to help prevent a loss of life or serious physical injury to anyone.
5.3 Personally Identifiable Information When you purchase something on our site, we collect personal information from you including your shipping address, credit card number and the e-mail address to use for order confirmation. This information is collected on Web pages using encryption technology to help prevent any third party from intercepting the information. Your credit card information is only used for completing the purchase transaction.
6. Backing Up Your Data
The ClientTracker 5.0 Desktop software contains functions that may be used to create data backups to be used in case of a local computer problem. Ginkgo Software provides documentation and support about how to use these functions properly. It is the explicit responsibility of the customer to ensure that backups are being performed adequately for their needs.
7. Software
7.1. What terms govern the software that is part of the services? If you use or receive software from us as part of the services, it is governed by this agreement , which is also referred to the license terms (the “license terms”): The software is licensed, not sold, and Ginkgo Software reserves all rights to the software not expressly granted by Ginkgo Software under the license terms, whether by implication or otherwise.
7.2. How can I use the software that is provided as part of the services? We grant you the right to install and access two copies of the software for use by only one person at a time as part of your use of the services, but only if you comply with all other terms in this agreement.
7.3. Are there things I can't do with the software or services? Yes. In addition to the other restrictions in this agreement, you may not circumvent or bypass any technological protection measures in or relating to the software or services or disassemble, decompile, or reverse engineer any software or other aspect of the services that is included in or accessible through the services, except and only to the extent that the applicable copyright law expressly permits doing so; separate components of the software or services for use on different devices; publish, copy, rent, lease, or lend the software or the services; or transfer the software, any software licenses, or any rights regarding the services, except as expressly permitted by this agreement. You may not use the services in any unauthorized way that could interfere with anyone else’s use of them or gain access to any service, data, account, or network. You may not enable access to the services by unauthorized third-party applications.
7.4. How is the software updated? Updates may be provided or not, as developments require for the proper functioning of the software. You agree to accept such updates subject to these terms unless other terms accompany the updates. If so, those other terms apply. Ginkgo Software isn't obligated to make any updates available.
8. This Section Not Used
9. The following terms apply to your ClientTracker 5.0 Desktop account
9.1. Charges. If there is a charge associated with a portion of the services, you agree to pay that charge. The price stated for the service excludes all applicable taxes and currency exchange settlements, unless stated otherwise. You are solely responsible for paying such taxes or other charges. We may suspend or cancel the services if we don't receive an on time, full payment from you. Suspension or cancellation of the services for non-payment could result in a loss of access to and use of your software.
9.2. Your billing account. To pay the charges for a service, you will be asked to provide a payment method at the time you sign up for that service. You can access and change your billing account information and payment method our website. Additionally, you agree to permit Ginkgo Software to use any updated account information regarding your payment method provided by your issuing bank or the applicable payment network. You agree to keep your billing account information current at all times. Changes made to your billing account won't affect charges we submit to your billing account before we could reasonably act on your changes to your billing account.
9.3. Billing. By providing Ginkgo Software with a payment method, you (i) represent that you are authorized to use the payment method that you provided and that any payment information you provide is true and accurate; (ii) authorize Ginkgo Software to charge you for the services using your payment method; and (iii) authorize Ginkgo Software to charge you for any paid feature of the services that you choose to sign up for or use while this agreement is in force. We may bill you (a) at the time of purchase; (b) shortly after purchase; or (c) on a recurring basis for subscription services. Also, we may charge you up to the amount you've approved, and we'll notify you in advance of any change in the amount to be charged for recurring subscription services. We may bill you at the same time for more than one of your prior billing periods for amounts that haven't previously been processed.
9.4. Automatic renewal. Provided that automatic renewals are made available by Ginkgo Software and allowed in your country, province, or state, we will inform you by email that we will be automatically renewing your services. Once we have informed you that the services will be automatically renewed, we may automatically renew your services and charge you the then current price for the renewal term. We will also remind you that we will bill your chosen payment method for the services renewal, whether it was on file on the renewal date or provided later. We will also provide you with instructions on how you may cancel the services. You must cancel the services before the renewal date to avoid being billed for the renewal.
9.5. Price changes. We may change the price of the services at any time and will post the changes on our web site at least 15 days before the price change. If you don't agree to the price change, you must cancel and stop using the services before the price change takes effect. If there is a fixed term and price for your service offer, that price will remain in force for the term.
9.6. Refund policies. Unless otherwise provided by law or by a particular service offer, all purchases are final and non-refundable.
9.7. Canceling the services. You may cancel the services at any time, with or without cause. Information and direction on how to cancel your services is provided on our website. Refer back to the offer describing the services as (i) you may not receive a refund at the time of cancellation; (ii) you may be obligated to pay cancellation charges; (iii) you may be obligated to pay all charges made to your billing account for the services before the date of cancellation; or (iv) you may lose access to and use of your account when you cancel the services. If you cancel, your services e nd at the end of your current service period or, if we bill your account on a periodic basis, at the end of the period in which you canceled.
9.8. Late payments. You must pay for all reasonable costs we incur to collect any past due amounts. These include reasonable attorneys' fees and other legal fees and costs.
10. Governing law
This Agreement shall be construed and enforced in accordance with the laws of the state of California. Ginkgo Software and you agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Santa Cruz, California.
11. NO WARRANTIES
GINKGO SOFTWARE, AND OUR AFFILIATES, RESELLERS, DISTRIBUTORS, AND VENDORS, MAKE NO WARRANTIES, EXPRESS OR IMPLIED, GUARANTEES OR CONDITIONS WITH RESPECT TO YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT USE OF THE SERVICES IS AT YOUR OWN RISK AND THAT WE PROVIDE THE SERVICES ON AN “AS IS” BASIS “WITH ALL FAULTS” AND “AS AVAILABLE.” GINKGO SOFTWARE DOESN'T GUARANTEE THE ACCURACY OR TIMELINESS OF INFORMATION AVAILABLE FROM THE SERVICES. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAW, WE EXCLUDE ANY IMPLIED WARRANTIES, INCLUDING FOR MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, AND NON-INFRINGEMENT. YOU MAY HAVE CERTAIN RIGHTS UNDER YOUR LOCAL LAW. NOTHING IN THIS AGREEMENT IS INTENDED TO AFFECT THOSE RIGHTS, IF THEY ARE APPLICABLE.
12. Limitations of liability
If Ginkgo Software breaches this agreement, you agree that your exclusive remedy is to recover, from Ginkgo Software or any affiliates, resellers, distributors, and vendors, direct damages up to an amount equal to your services fee for one month. YOU CAN'T RECOVER ANY OTHER DAMAGES OR LOSSES, INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT, INCIDENTAL, OR PUNITIVE. These limitations and exclusions apply if this remedy doesn't fully compensate you for any losses or fails of its essential purpose or if we knew or should have known about the possibility of the damages. To the maximum extent permitted by law, these limitations and exclusions apply to anything related to this agreement such as loss of content; any virus affecting your use of the services; delays or failures in starting or completing transmissions or transactions; claims for breach of contract, warranty, guarantee, or condition; strict liability; negligence; misrepresentation or omission; trespass; violation of statute or regulation; or unjust enrichment. Some or all of these limitations or exclusions may not apply to you if your state, province, or country doesn't allow the exclusion or limitation of incidental, consequential, or other damages.
13. Third-party websites
You may be able to access third-party websites or services via the services. Ginkgo Software isn't responsible for third-party websites, services, or content available through those third-party services. You are solely responsible for your dealings with third-parties (including advertisers). Your use of third-party websites or services may be subject to that third-party’s terms and conditions.
14. Survival
The “Privacy” section, and sections 9 (for amounts incurred before the end of this agreement), 10, 11, 12, 17, and those that by their terms apply after it ends will survive any termination or cancellation of this agreement.
15. Assignment and Transfer
We may assign this agreement, in whole or in part, at any time without notice to you. You may not assign this agreement or transfer any rights to use the services, without express written-permission from Ginkgo Software.
16. Notices
You consent to Ginkgo Software providing you notifications about the services or information the law requires us to provide via email to the address that you specified when you signed up for the services. Notices emailed to you will be deemed given and received when the email is sent. If you don't consent to receive notices electronically, you must stop using the services. You may notify Ginkgo Software as stated in customer support to change your email notification address as needed.
17. Contract interpretation
This is the entire agreement between you and Ginkgo Software for your use of the services. It supersedes any prior agreements between you and Ginkgo Software regarding your use of the services. All parts of this agreement apply to the maximum extent permitted by relevant law. If a court holds that we can't enforce a part of this agreement as written, we may replace those terms with similar terms to the extent enforceable under the relevant law, but the rest of this agreement won't change. The agreement’s section titles are for reference only and have no legal effect.
18. No third-party beneficiaries
This agreement is solely for your and our benefit. It isn't for the benefit of any other person, except for Ginkgo Software’s successors and assigns.
19. Support
Customer support for the Services is available via the Ginkgo Software website, at www.ginkgosoftware.com.
20. Export restrictions
Ginkgo Software's software and services are subject to United States and other jurisdictions’ export and technology laws and you agree to comply with all such applicable laws and regulations that apply to the software and/or services. United States government permission is required to transfer these software and services to governments of any embargoed country or certain prohibited parties. Please see the U.S. Department of Treasury website for more information. Additionally, paid services are subject to United States export laws and regulations with which you must comply. These laws include restrictions on destinations, end users, and end use.
NOTICES
Copyright and trademark notices. All contents of the services are Copyright © 2013 Ginkgo Software. All rights reserved. We or our suppliers own the title, copyright, and other intellectual property rights in the services and its content. Ginkgo Software and the names, logos, and icons of all Ginkgo Software products, software, and services may be either trademarks or registered trademarks of Ginkgo Software in the United States and/or other countries. The names of actual companies and products may be the trademarks of their respective owners. Any rights not expressly granted in this agreement are reserved.
Thank you for choosing ClientTracker 5.0 Desktop, made by Ginkgo Software! This software is available by subscription only through the terms and conditions below.
This is an agreement between you and Ginkgo Software that describes your rights to use the software and services identified in section 1.1. For your convenience, we have phrased some of the terms of this agreement in a question and answer format. You should review the entire agreement because all of the terms are important and together create a legal agreement that applies to you once you accept it.
1. Scope of agreement, acceptance, and changes
1.1. What services are covered by this agreement? This agreement applies to Ginkgo Software’s ClientTracker 5.0 Desktop software, and access to it using your own computer (collectively the "services").
1.2. How do I accept this agreement? By using or accessing the services, or by agreeing to these terms where the option is made available to you in on the Ginkgo Software website, installers, and/or user interface, you agree to abide by this agreement without modification by you. If you do not agree, you may not use the services.
1.3. Can Ginkgo Software change these terms after I have accepted them? Yes. From time to time, Ginkgo Software may change or amend these terms. If we do, we will notify you, either through the user interface, in an email notification, or through other reasonable means. Your use of the services after the date the change becomes effective will be your consent to the changed terms. If you do not agree to the changes, you must stop using the services and cancel any paid services by following the instructions in section 9.7. Otherwise, the new terms will apply to you.
1.4. What types of changes can I expect to the services? We continuously work to improve the services and may change the services at any time. Additionally, there are reasons why Ginkgo Software may stop providing portions of the services, including (without limitation) that it's no longer feasible for us to provide it, the technology advances, customer feedback indicates a change is needed, or external issues arise that make it imprudent or impractical to continue.
2. Your ClientTracker 5.0 Desktop Software
2.1. How Does ClientTracker 5.0 Desktop Work? To access the ClientTracker 5.0 Desktop services, you will need to install it on your own computer. An installation program will be provided by Ginkgo Software. Upon installation, your subscription period will begin. The subscription period may be changed by Ginkgo Software, and currently it is one year from the date of installation. You will be notified in advance when your subscription requires renewal at the currently published rates. If the subscription is not paid in time and the program registration updated, the software will no longer function, but your data will be safe. See Section 4 for more information. p>
2.2. What Am I Responsible for with ClientTracker 5.0 Desktop? You are responsible for maintaining your own computer environment, including HIPAA security, backups, and anything that affects the operation of the software on your computer. ClientTracker 5.0 Desktop is warranted to function on the valid operating syastem on which it is originally installed.
3. Content
3.1. Who owns the content that I put on the services? Content includes anything you enter, store, or transmit through the services, such as electronic medical records, data, documents, photos, or other electronic files. Except for material that we license to you that may be incorporated into your own content (such as templates), we do not claim ownership of the content you provide on the services. Your content remains your content, and you are responsible for it.
3.2. Who can access my content? You have local control over who may access your content. If you don't want others to have that ability, don't use the services to share your content. In other words, don’t give out your username and password!
3.3. What does Ginkgo Software do with my content? Ginkgo Software does not have direct access to your content unless you give us permission. By requesting support services that involve updates and upgrades, live demo, troubleshooting, or file access of any kind, you are providing us with permission to view your data.
4. Services cancellation
4.1. What happens if I don't abide by these terms? If you violate this agreement, we may take action against you including (without limitation) removing your content from the services, suspending your access to the services, asking you to refrain from certain activities, canceling your services, and/or referring such activity to appropriate authorities. Additionally, we enforce a policy that provides for the termination, in appropriate circumstances, of the software of users who are repeat infringers.
4.2. Are there other ways I could lose access to the services? Yes. If you fail to make an on-time payment, we may suspend or cancel that service (see section 9 for more details).
4.3. How can I terminate the services? You may terminate the services at any time and for any reason. See section 9.10 for more info.
4.4. What happens if my services are canceled or terminated? If your services are canceled or terminated (whether by you or us), your right to use the services stops immediately and your license to use our software ends. You must then uninstall the ClientTracker 5.0 Desktop software, or, alternatively, we may disable it. If your services are canceled or terminated, you will be able to start up your service again for a fee.
5. Privacy
5.1. Does Ginkgo Software collect my personal information? Your privacy is important to us. We use certain information that we collect from you to operate and provide the services. We do not share your information with anyone. We do not rent, sell, access or in any way use your database information. This information will be kept strictly confidential in the highest manner possible in compliance with HIPAA standards.
5.2. Does Ginkgo Software disclose my personal information outside of Ginkgo Software? You consent and agree that Ginkgo Software may access, disclose, or preserve information associated with your use of the services, including (without limitation) your personal information and content, or information that Ginkgo Software acquires about you through your use of the services (such as IP address or other third-party information) when Ginkgo Software forms a good faith belief that doing so is necessary (a) to comply with applicable law or to respond to legal process from competent authorities; (b) to enforce this agreement or protect the rights or property of Ginkgo Software or our customers; or (c) to help prevent a loss of life or serious physical injury to anyone.
5.3 Personally Identifiable Information When you purchase something on our site, we collect personal information from you including your shipping address, credit card number and the e-mail address to use for order confirmation. This information is collected on Web pages using encryption technology to help prevent any third party from intercepting the information. Your credit card information is only used for completing the purchase transaction.
6. Backing Up Your Data
The ClientTracker 5.0 Desktop software contains functions that may be used to create data backups to be used in case of a local computer problem. Ginkgo Software provides documentation and support about how to use these functions properly. It is the explicit responsibility of the customer to ensure that backups are being performed adequately for their needs.
7. Software
7.1. What terms govern the software that is part of the services? If you use or receive software from us as part of the services, it is governed by this agreement , which is also referred to the license terms (the “license terms”): The software is licensed, not sold, and Ginkgo Software reserves all rights to the software not expressly granted by Ginkgo Software under the license terms, whether by implication or otherwise.
7.2. How can I use the software that is provided as part of the services? We grant you the right to install and access two copies of the software for use by only one person at a time as part of your use of the services, but only if you comply with all other terms in this agreement.
7.3. Are there things I can't do with the software or services? Yes. In addition to the other restrictions in this agreement, you may not circumvent or bypass any technological protection measures in or relating to the software or services or disassemble, decompile, or reverse engineer any software or other aspect of the services that is included in or accessible through the services, except and only to the extent that the applicable copyright law expressly permits doing so; separate components of the software or services for use on different devices; publish, copy, rent, lease, or lend the software or the services; or transfer the software, any software licenses, or any rights regarding the services, except as expressly permitted by this agreement. You may not use the services in any unauthorized way that could interfere with anyone else’s use of them or gain access to any service, data, account, or network. You may not enable access to the services by unauthorized third-party applications.
7.4. How is the software updated? Updates may be provided or not, as developments require for the proper functioning of the software. You agree to accept such updates subject to these terms unless other terms accompany the updates. If so, those other terms apply. Ginkgo Software isn't obligated to make any updates available.
8. This Section Not Used
9. The following terms apply to your ClientTracker 5.0 Desktop account
9.1. Charges. If there is a charge associated with a portion of the services, you agree to pay that charge. The price stated for the service excludes all applicable taxes and currency exchange settlements, unless stated otherwise. You are solely responsible for paying such taxes or other charges. We may suspend or cancel the services if we don't receive an on time, full payment from you. Suspension or cancellation of the services for non-payment could result in a loss of access to and use of your software.
9.2. Your billing account. To pay the charges for a service, you will be asked to provide a payment method at the time you sign up for that service. You can access and change your billing account information and payment method our website. Additionally, you agree to permit Ginkgo Software to use any updated account information regarding your payment method provided by your issuing bank or the applicable payment network. You agree to keep your billing account information current at all times. Changes made to your billing account won't affect charges we submit to your billing account before we could reasonably act on your changes to your billing account.
9.3. Billing. By providing Ginkgo Software with a payment method, you (i) represent that you are authorized to use the payment method that you provided and that any payment information you provide is true and accurate; (ii) authorize Ginkgo Software to charge you for the services using your payment method; and (iii) authorize Ginkgo Software to charge you for any paid feature of the services that you choose to sign up for or use while this agreement is in force. We may bill you (a) at the time of purchase; (b) shortly after purchase; or (c) on a recurring basis for subscription services. Also, we may charge you up to the amount you've approved, and we'll notify you in advance of any change in the amount to be charged for recurring subscription services. We may bill you at the same time for more than one of your prior billing periods for amounts that haven't previously been processed.
9.4. Automatic renewal. Provided that automatic renewals are made available by Ginkgo Software and allowed in your country, province, or state, we will inform you by email that we will be automatically renewing your services. Once we have informed you that the services will be automatically renewed, we may automatically renew your services and charge you the then current price for the renewal term. We will also remind you that we will bill your chosen payment method for the services renewal, whether it was on file on the renewal date or provided later. We will also provide you with instructions on how you may cancel the services. You must cancel the services before the renewal date to avoid being billed for the renewal.
9.5. Price changes. We may change the price of the services at any time and will post the changes on our web site at least 15 days before the price change. If you don't agree to the price change, you must cancel and stop using the services before the price change takes effect. If there is a fixed term and price for your service offer, that price will remain in force for the term.
9.6. Refund policies. Unless otherwise provided by law or by a particular service offer, all purchases are final and non-refundable.
9.7. Canceling the services. You may cancel the services at any time, with or without cause. Information and direction on how to cancel your services is provided on our website. Refer back to the offer describing the services as (i) you may not receive a refund at the time of cancellation; (ii) you may be obligated to pay cancellation charges; (iii) you may be obligated to pay all charges made to your billing account for the services before the date of cancellation; or (iv) you may lose access to and use of your account when you cancel the services. If you cancel, your services e nd at the end of your current service period or, if we bill your account on a periodic basis, at the end of the period in which you canceled.
9.8. Late payments. You must pay for all reasonable costs we incur to collect any past due amounts. These include reasonable attorneys' fees and other legal fees and costs.
10. Governing law
This Agreement shall be construed and enforced in accordance with the laws of the state of California. Ginkgo Software and you agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Santa Cruz, California.
11. NO WARRANTIES
GINKGO SOFTWARE, AND OUR AFFILIATES, RESELLERS, DISTRIBUTORS, AND VENDORS, MAKE NO WARRANTIES, EXPRESS OR IMPLIED, GUARANTEES OR CONDITIONS WITH RESPECT TO YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT USE OF THE SERVICES IS AT YOUR OWN RISK AND THAT WE PROVIDE THE SERVICES ON AN “AS IS” BASIS “WITH ALL FAULTS” AND “AS AVAILABLE.” GINKGO SOFTWARE DOESN'T GUARANTEE THE ACCURACY OR TIMELINESS OF INFORMATION AVAILABLE FROM THE SERVICES. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAW, WE EXCLUDE ANY IMPLIED WARRANTIES, INCLUDING FOR MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, AND NON-INFRINGEMENT. YOU MAY HAVE CERTAIN RIGHTS UNDER YOUR LOCAL LAW. NOTHING IN THIS AGREEMENT IS INTENDED TO AFFECT THOSE RIGHTS, IF THEY ARE APPLICABLE.
12. Limitations of liability
If Ginkgo Software breaches this agreement, you agree that your exclusive remedy is to recover, from Ginkgo Software or any affiliates, resellers, distributors, and vendors, direct damages up to an amount equal to your services fee for one month. YOU CAN'T RECOVER ANY OTHER DAMAGES OR LOSSES, INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT, INCIDENTAL, OR PUNITIVE. These limitations and exclusions apply if this remedy doesn't fully compensate you for any losses or fails of its essential purpose or if we knew or should have known about the possibility of the damages. To the maximum extent permitted by law, these limitations and exclusions apply to anything related to this agreement such as loss of content; any virus affecting your use of the services; delays or failures in starting or completing transmissions or transactions; claims for breach of contract, warranty, guarantee, or condition; strict liability; negligence; misrepresentation or omission; trespass; violation of statute or regulation; or unjust enrichment. Some or all of these limitations or exclusions may not apply to you if your state, province, or country doesn't allow the exclusion or limitation of incidental, consequential, or other damages.
13. Third-party websites
You may be able to access third-party websites or services via the services. Ginkgo Software isn't responsible for third-party websites, services, or content available through those third-party services. You are solely responsible for your dealings with third-parties (including advertisers). Your use of third-party websites or services may be subject to that third-party’s terms and conditions.
14. Survival
The “Privacy” section, and sections 9 (for amounts incurred before the end of this agreement), 10, 11, 12, 17, and those that by their terms apply after it ends will survive any termination or cancellation of this agreement.
15. Assignment and Transfer
We may assign this agreement, in whole or in part, at any time without notice to you. You may not assign this agreement or transfer any rights to use the services, without express written-permission from Ginkgo Software.
16. Notices
You consent to Ginkgo Software providing you notifications about the services or information the law requires us to provide via email to the address that you specified when you signed up for the services. Notices emailed to you will be deemed given and received when the email is sent. If you don't consent to receive notices electronically, you must stop using the services. You may notify Ginkgo Software as stated in customer support to change your email notification address as needed.
17. Contract interpretation
This is the entire agreement between you and Ginkgo Software for your use of the services. It supersedes any prior agreements between you and Ginkgo Software regarding your use of the services. All parts of this agreement apply to the maximum extent permitted by relevant law. If a court holds that we can't enforce a part of this agreement as written, we may replace those terms with similar terms to the extent enforceable under the relevant law, but the rest of this agreement won't change. The agreement’s section titles are for reference only and have no legal effect.
18. No third-party beneficiaries
This agreement is solely for your and our benefit. It isn't for the benefit of any other person, except for Ginkgo Software’s successors and assigns.
19. Support
Customer support for the Services is available via the Ginkgo Software website, at www.ginkgosoftware.com.
20. Export restrictions
Ginkgo Software's software and services are subject to United States and other jurisdictions’ export and technology laws and you agree to comply with all such applicable laws and regulations that apply to the software and/or services. United States government permission is required to transfer these software and services to governments of any embargoed country or certain prohibited parties. Please see the U.S. Department of Treasury website for more information. Additionally, paid services are subject to United States export laws and regulations with which you must comply. These laws include restrictions on destinations, end users, and end use.
NOTICES
Copyright and trademark notices. All contents of the services are Copyright © 2013 Ginkgo Software. All rights reserved. We or our suppliers own the title, copyright, and other intellectual property rights in the services and its content. Ginkgo Software and the names, logos, and icons of all Ginkgo Software products, software, and services may be either trademarks or registered trademarks of Ginkgo Software in the United States and/or other countries. The names of actual companies and products may be the trademarks of their respective owners. Any rights not expressly granted in this agreement are reserved.