“Affiliate” means any entity that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with Timus.
“Contact Form” means a form available on the Site that can be used to submit information to Timus for any purpose.
“Customer” means a person or entity that has entered into a Subscription Service Agreement. References to “Customer” include the employees or personnel who are authorized to use the Platform on behalf of such Customer, if any.
“Form Tools” means the third-party products and services that Timus uses to enable Contact Forms on the Site and process the information submitted through Contact Forms.
“Marks” means the trademarks and service marks of Timus, including but not limited to TIMUS NETWORKS, as well as any logos that appear on the Site.
“Channel Partner” means a person or entity that has entered into a Channel Partner Agreement. References to “Channel Partner” include the employees or personnel who are authorized to use the Platform on behalf of such Channel Partner, if any.
“Platform” means the Timus platform-as-a-service offering.
“Site Materials” collectively refers to Contact Forms, Third Party Content, and Timus Content.
“Site User” means any person who uses the Site, which includes browsing the Site or submitting a Contact Form.
“Third Party Content” means content or tools provided by third parties that are available on the Site, such as links to third-party web pages and advertisements for the products or services of third parties.
“Timus Content” means the text, graphics, sounds, images, information, and software that you see, hear, or otherwise experience on the Site, except for Third Party Content.
2. Purpose of the Site: The Site is intended to provide information about the Platform. The Site provides functionality for Site Users to request further information about the Platform and to contact Timus through Contact Forms. By browsing the Site Materials or submitting a Contact Form, you are a Site User for purposes of these TOU.
3. Platform Subject to Other Terms: These TOU do not govern the purchase or use of a Platform subscription or related Timus or Channel Partner products or services. If you elect to evaluate or purchase a subscription to use the Platform, such purchase or use will be subject to a separate agreement between you and Timus. If you are a Channel Partner, your use of the Platform is subject to the terms set forth in a Channel Partner Agreement. If you are a Customer, your use of the Platform is subject to the terms set forth in a Subscription Service Agreement.
4. Use of the Site: You may use the Site and Site Materials solely for your personal, non-commercial use to learn about the Platform and related Timus and Channel Partner products and services, and/or contact Timus, provided that you comply and remain in compliance with these TOU. You are responsible for obtaining access to the Site and for any third-party fees incurred as a result (such as Internet service provider or airtime charges). You may not:
a. modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any Site Materials or other information, tools, products, or services obtained from the Site;
b. copy, modify, create a derivative work from, reverse engineer or reverse assemble the Site, or otherwise attempt to discover any source code;
c. copy or reproduce Site Materials or functionality to any other server or location for further reproduction or redistribution;
d. use the Site to upload or distribute any type of malware;
e. use the Site in any manner that damages, disables, overburdens, or impairs the Site or interferes with any other party’s use and enjoyment of the Site;
f. access the Site by any means other than through the interface that is provided by Timus for use in accessing the Site;
g. use, or attempt to use, the Site to convey any information that may be considered unlawful, harassing, libelous, abusive, threatening, obscene, hateful, offensive, harmful, vulgar, distasteful, defamatory, libelous, or invasive of another person’s privacy or proprietary rights;
h. impersonate, or attempt to impersonate, any other individual, falsify contact information, misrepresent a relationship with any person or entity, including misrepresenting a relationship with Timus, or otherwise attempt to mislead with respect to your identity; or
i. use the Site for any purpose or in any manner that is unlawful or prohibited by these TOU.
5. Reservation of Rights: Timus reserves the right, in its sole discretion, to: (i) make changes to these TOU; (ii) make changes to Site Materials; (iii) determine if you have violated these TOU; and (iv) take any action we deem appropriate if we determine you have violated these TOU.
7. Third-Party Content: The Site may display Third Party Content. In consideration for the convenience of Timus making Third Party Content available or accessible to you, you acknowledge that Timus is not responsible for any such Third Party Content and Timus makes no representations as to the completeness or accuracy of such Third Party Content. You also agree that Timus is not responsible or liable for any losses or damages you experience with any Third Party Content you choose to rely upon or advertisements you respond to, and that you must contact the third party directly for any remedies that may be available to you.
8. Intellectual Property Rights:
a. In General: The Site and all Site Materials are protected by United States and foreign intellectual property laws. The Timus Content is the valuable intellectual property of Timus or its licensors or Affiliates. Timus owns and retains all copyrights in Timus Content. Third Party Content may be subject to the intellectual property rights of third parties. Except as stated herein, none of the Site Materials may be copied, reproduced, or distributed in any form without the prior written permission of Timus.
b. Trademarks: The Marks are protected by United States and foreign intellectual property laws and are the valuable intellectual property of Timus or its licensors or Affiliates. The appearance, layout, color scheme, and design of the Site are protected trade dress. Site Users do not receive any right or license to use any of the foregoing.
c. Feedback: Timus may use for any lawful purpose, including to improve the Site, the Platform, or other products and services, any suggestions or other feedback you provide, without payment or condition.
9. Copyright Infringement and Copyright Agent: If you believe that your work has been used or copied in a way that constitutes copyright infringement and such infringement is occurring on any Site, please provide notice to the Timus Copyright Agent and include the following information (“Notice”):
a. A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest that is alleged to have been infringed.
b. A description of the copyrighted work or works that you claim have been infringed and identification of what material in such work(s) is claimed to be infringing and which you request to be removed or access to which is to be disabled.
c. A description of where the material that you claim is infringing is located on a Site.
d. Information sufficient to permit Timus to contact you, such as your physical address, telephone number, and email address.
e. A statement by you that you have a good faith belief that the use of the material identified in your Notice in the manner complained of is not authorized by the copyright owner, its agent, or the law.
f. A statement by you that the information in your Notice is accurate and, under penalty of perjury that you are the copyright owner or authorized to act on the copyright owner’s behalf.
The Timus Copyright Agent for Notice of claims of copyright infringement can be reached as follows:
By mail: Timus Networks, Inc.
245 First Street, Riverview II, 18th Floor
Cambridge, MA 02142
By email: [[email protected]]
YOU SHOULD CONTACT THE COPYRIGHT AGENT ONLY IF YOU BELIEVE THAT YOUR WORK HAS BEEN USED OR COPIED IN A WAY THAT CONSTITUTES COPYRIGHT INFRINGEMENT AND THAT SUCH INFRINGEMENT IS OCCURRING ON THE SITE. THE COPYRIGHT AGENT WILL NOT RESPOND TO ANY OTHER INQUIRIES.
10. Compliance with Laws: By accessing or using the Site, you agree to comply with all laws, rules and regulations implemented by any government authority or agency which govern or apply to the use of the Site. Without limiting the generality of the foregoing, you expressly agree not to export or re-export any Site Materials to countries or persons prohibited under the export control laws of the United States. Timus makes no representation that the Site Materials are appropriate or available for use outside the United States. If you have chosen to access the Site from outside the United States, you do so at your own initiative and risk, and you are solely responsible for compliance with your local laws, if and to the extent, local laws are applicable.
11. Legal Disclaimers: The Site and all Site Materials are provided for the convenience of Site Users, including prospective Channel Partners and customers of Timus. TO THE FULLEST EXTENT PERMITTED BY LAW, TIMUS AND ITS AFFILIATES, AND LICENSORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SITE AND SITE MATERIALS. THE SITE AND SITE MATERIALS ARE PROVIDED “AS IS,” WITH NO WARRANTY, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. TIMUS DISCLAIMS ANY IMPLIED, EXPRESS, OR STATUTORY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE SITE. TIMUS DOES NOT WARRANT THAT THE SITE WILL OPERATE ERROR-FREE OR THAT THE SITE IS FREE OF COMPUTER VIRUSES OR OTHER HARMFUL MECHANISMS. YOU UNDERSTAND AND AGREE THAT IF YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE SITE, YOU DO SO AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL OR DATA. IF YOUR USE OF THE SITE OR DOWNLOADED MATERIAL OR DATA RESULTS IN THE NEED FOR SERVICING OR REPLACEMENT OF EQUIPMENT OR DATA, TIMUS IS NOT RESPONSIBLE FOR THOSE COSTS.
Some states or other jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you. You may also have other rights that vary from state to state and from jurisdiction to jurisdiction.
12. LIMITATION OF LIABILITY: UNDER NO CIRCUMSTANCES WILL TIMUS OR ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, CHANNEL PARTNERS, OR LICENSORS BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL, RELIANCE, CONSEQUENTIAL OR SPECIAL DAMAGES, WHETHER OR NOT FORESEEN, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) ON ACCOUNT OF YOUR USE, MISUSE, OR RELIANCE ON THE SITE OR SITE MATERIALS. THIS LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM ANY CLAIM RELATING TO THESE TOU, THE AGREEMENTS OR POLICIES REFERENCED HEREIN, OR THE SUBJECT MATTER HEREOF, WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY EVEN IF TIMUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
The above limitation applies to your use, misuse, or reliance upon the Site, including, without limitation, damages you may incur because of third-party services or other services or products received, such as third-party services or products received by, advertised on, or linked to the Site.
Some states or other jurisdictions do not allow the exclusion or limitation of liability for incidental or consequential damages, so the above limitations and exclusions may not apply to you.
13. Indemnity: You agree to defend, indemnify, and hold harmless Timus and its Affiliates, and their respective officers, directors, employees, consultants, agents, Channel Partners and licensors from and against any and all claims, liabilities, damages, and/or costs (including, but not limited to, fees, costs and other expenses of attorneys and expert witnesses) arising out of or related to: (i) your violation of any provision of these TOU, (ii) your violation of applicable law in connection with your use of the Site or the Platform, or (iii) any actual or alleged infringement by you of any intellectual property or privacy or other right of any third party in connection with your use of the Site or the Platform.
15. Waiver and Severability: Any failure by Timus to enforce a provision of these TOU is not a waiver of its right to do so later. If for any reason, any provision or portion of the TOU is found to be unenforceable, the remainder of the TOU will continue in full force and effect.
16. Entire Agreement: These TOU constitute the entire agreement between you and Timus with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.