Last modified: November 20, 2012
Welcome to Pulse Energy. The following terms and conditions (these “Terms”), as well as the clickwrap terms of service or license agreement (the “Organization Agreement”) entered into by the organization you represent, govern your access to, and use of, the Pulse Energy software application (the “Software”), any web sites through which the Software may be accessed from time to time (collectively, the “Site”), and any other services accessible through the Site (the Software, the Site and the Site services, collectively, the “Pulse Services”) that are offered by Pulse Energy Inc. or its subsidiaries and affiliates (collectively, “Pulse Energy”). We may update these Terms in the future, and you will be able to find the most current version at http://www.pulseenergy.com/terms/.
BY CLICKING ON THE “ACCEPT” BUTTON OR BY ACCESSING, BROWSING, OR OTHERWISE USING THE PULSE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND ANY OF THE RELATED POLICIES OR GUIDELINES, INCLUDING ANY SUBSEQUENT CHANGES OR MODIFICATIONS TO THEM.
PASSWORD AND ACCOUNT INFORMATION
In order to access the Pulse Services, you will be required to provide current, accurate identification, and contact and other information as part of the registration process and/or continued use of the Pulse Services. You are responsible for maintaining the confidentiality of your account password, and are responsible for all activities that occur under your account. You agree to immediately notify Pulse Energy of any unauthorized use of your password or account or any other breach of security. Pulse Energy will not be liable for any loss or damage arising from your failure to provide us with accurate information or to keep your password secure.
You agree to use the Pulse Services only for purposes that are legal, proper and in accordance with these Terms and any applicable policies or guidelines.
LICENSE GRANT & PROPRIETARY RIGHTS
You acknowledge and agree that the Pulse Services, including the Software, contain proprietary and confidential information that is protected by applicable intellectual property and other laws and treaties.
Subject to the Organization Agreement and these Terms, Pulse Energy grants you a personal, non-exclusive, non-transferable and non-sublicensable license to use the Pulse Services for the internal purposes of your organization; provided that you do not (and do not allow any third party to): (a) copy, modify, create a derivative work of, reverse engineer, reverse assemble or decompile the Software or otherwise make it available in human readable form, (b) download, save, sell, rent, distribute or otherwise commercially exploit any part of the Software (however, you are free to download, save and distribute data that is generated using the Software (the “Customer Data”)); (c) use any third party software to extract Customer Data from the Software; (d) use the Software to build a similar or competitive product or service or attempt to obtain unauthorized access to the Pulse Services, or (e) disclose any confidential information about the Software, or provide access to the Software, to a third party that provides or is developing a competitive product or service to the Pulse Services.
You also agree not to remove, obscure, or alter Pulse Energy’s or any third party’s copyright notice, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Pulse Services.
You may discontinue your use of the Pulse Services at any time. You agree that Pulse Energy may at any time and for any reason, including a period of account inactivity, terminate your access to the Pulse Services, terminate these Terms, or suspend or terminate your account. In the event of termination, your account will be disabled and you may not be granted access to the Pulse Services, your account or any files or other content contained in your account. Sections 7 (Indemnity), 8 (Disclaimer of Warranties), 9 (Limitations of Liability), 10 (Notices), and 11 (Miscellaneous, including choice of law, severability and statute of limitations) of these Terms will survive expiration or termination.
The Pulse Services may provide, or third parties may provide, links to other World Wide Web sites or resources. Pulse Energy may have no control over such sites and resources and you acknowledge and agree that Pulse Energy is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Pulse Energy shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
You agree to hold harmless and indemnify Pulse Energy and its officers, agents, employees, advertisers, licensors, suppliers or partners (collectively “Pulse and Partners”) from and against any third party claim arising from or in any way related to your use of the Pulse Service or your violation of these Terms. In such a case, Pulse Energy will provide you with written notice of such claim, suit or action.
DISCLAIMER OF WARRANTIES
YOU EXPRESSLY AGREE THAT:
- YOUR USE OF THE PULSE SERVICES IS AT YOUR SOLE RISK. THE PULSE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PULSE AND PARTNERS EXPRESSLY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
- PULSE AND PARTNERS DO NOT WARRANT THAT (i) THE PULSE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (ii) THE PULSE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PULSE SERVICES WILL BE ACCURATE OR RELIABLE, AND (IV) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
- ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PULSE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK.
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PULSE OR THROUGH OR FROM THE PULSE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT PULSE ENERGY SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF PULSE ENERGY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE PULSE SERVICES; (ii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (iii) ANY OTHER MATTER RELATING TO THE PULSE SERVICES. PULSE ENERGY’S MAXIMUM LIABILITY ARISING OUT OF OR IN THE CONNECTION WITH THESE TERMS AND ANY USE OF THE PULSE SERVICES, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT OR OTHERWISE, WILL IN NO CASE EXCEED $50.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY. ACCORDINGLY, ONLY THE ABOVE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
You agree that Pulse Energy may provide you with notices, including those regarding changes to these Terms, by email or postings on the Site.
Entire Agreement. These Terms (including any policies, guidelines or amendments that may be presented to you from time to time) and the Organization Agreement constitute the entire agreement between you and Pulse Energy and govern your use of the Pulse Services. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other affiliate services, third-party content or third-party software.
Choice of Law and Forum. These Terms and the relationship between you and Pulse Energy shall be governed by the laws of the Province of British Columbia, Canada without regard to its conflict of law provisions. You and Pulse Energy agree to submit to the personal and exclusive jurisdiction of the courts located within the City of Vancouver, Province of British Columbia, Canada.
Waiver and Severability of Terms. The failure of Pulse Energy to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Pulse Services or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
The section headings in these Terms are for convenience only and have no legal or contractual effect.