This document details the terms and conditions of use for Northstar™ (The “Service”). In particular, it details acceptable use of Northstar™ facilities and resources. Failure to follow these guidelines could result in suspension or cancellation of your Northstar™ account. By clicking "I Agree", "I Accept"; or by submitting payment information to activate the Service you agree to these terms and conditions and any documents incorporated by reference.
1. General
True North Technology provides our Service to you subject to these terms and conditions ("Terms"). By using our Service in any way you are agreeing to comply with these Terms, which we may update from time to time without notice. All amended Terms shall automatically be effective when they are initially posted on our Site. Your continued use of our Service after any changes in these Terms shall constitute your consent to such changes. Certain services available through our Service, especially services for which you are asked to subscribe or pay money, may have their own additional terms and conditions that will apply to your purchase or use of that particular service and which will control in the event of any conflict with these Terms. These Terms govern the use of our Service by customers and other users (visitors). Subject to these Terms, True North Technology grants you a non-perpetual, non-exclusive, terminable, non-transferable, limited right during the Term to use the Service, subject to any other express supplemental license terms included in this document. True North Technology intends to take certain industry-accepted precautions from time to time to secure our Service or portions thereof, and some portions of the Service may be labeled as "secure" in accordance with industry practice in connection with the use of such precautions. However, you understand and agree that such precautions do not guarantee that use of the Service is invulnerable to all security breaches, and that True North Technology makes no warranty, guarantee, or representation that use of our Service is protected from all viruses, security threats or other vulnerabilities. 
2. Term
The Services shall take effect upon True North Technology acceptance of an order and receipt of setup fees and initial service fees. Term is automatically renewed unless canceled. You may elect to terminate for your convenience by (i) providing True North Technology with a written notice stating your election to terminate; (ii) securing the return of True North Technology equipment included as a part of services provided and (iii) paying True North Technology the Termination Charges specified in the Services Agreement and Section 3 below, which True North Technology and you agree is your sole and exclusive liability for such termination for convenience.
3. Charges and Payments
Fees apply without proration, and subscribers who terminate before the end of their billing cycle will be charged for the entire period without proration. Applicable taxes, assessments and other fees and charges are additional. For monthly credit card subscriptions, you hereby authorize True North Technology, or its authorized agents, or resellers to charge the credit card you specified when subscribing to the Service, on a recurring monthly basis for all monthly charges incurred on your account, in advance, for the duration of your subscription to the Services. If a charge is dishonored, True North Technology will notify you and request that you complete a change form with your new credit card information. If you do not do so, your Northstar™ account will be terminated. When monthly rates are changed a new authorization form must be completed to allow for automated recurring payment of the new rate.
Amounts invoiced to you are due and owing upon receipt of a valid invoice therefor and payable as set forth in the Services Agreement. Unless otherwise provided, the payment due date for all invoices provided to you by True North Technology under the Services Agreement will be fifteen (15) days after your receipt of such invoice. If any payments are not received by True North Technology within ten (10) days after the date due, you also will pay True North Technology a late fee in an amount equal to one and one-half percent (1.5%) of such payments for every thirty (30) days or portion thereof during which the amounts remain overdue. Each invoice provided by True North Technology to you hereunder will be deemed correct and indisputable unless True North Technology receives from you, by the invoice due date, written notice specifically identifying the disputed charges. If True North Technology does not receive full payment of the amounts invoiced to you, then, in addition to any other rights and remedies of True North Technology, True North Technology may, after giving you ten (10) days written notice, suspend all or any portion of the Services until such time as you have paid in full all charges then due, including any late fee, resumption fee and collection costs. You acknowledge and agree that True North Technology shall not be liable for the suspension of Services as described in this paragraph. You shall indemnify and hold True North Technology and its Affiliates and their respective employees, officers and directors harmless from any and all losses, damages, liabilities, penalties, fines, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising from the suspension of the Services as described herein.
4. Content and Related User Conduct
You understand that you are responsible for any data and/or content that you post or transmit on or through our Service. You agree to use our Service in a manner consistent with all applicable laws and regulations. Specifically, you will not use our Service to distribute, link to, or solicit content that:
- Is harmful to minors, threatening, harassing, abusive, defamatory, vulgar, gratuitously violent, obscene, pornographic, libelous, invasive of another's privacy, or racially, ethnically or otherwise offensive;
- Infringes someone else's intellectual property or other rights;
- Advocates or solicits violence or criminal conduct;
- Specifically advertises firearms or ammunition, tobacco, alcohol, illegal drugs, or other contraband;
- Constitutes unsolicited or unauthorized advertising, junk or bulk e-mail, chain letters, or any other unsolicited commercial communication;
- Contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or communications systems or equipment.
True North Technology does not generally pre-screen or control the data or content posted via our Service by third parties, and, therefore, does not guarantee the accuracy, integrity or quality of such content. True North Technology will not be liable in any way for 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 or contained in e-mails or otherwise transmitted or displayed via our Service. True North Technology shall have the right (but not the obligation) in its sole discretion to monitor, refuse or remove any content that is available via our Service. Without limiting the foregoing, True North Technology shall have the right to remove any content that violates these Terms or is otherwise objectionable.
5. Content and Related User Conduct
True North Technology may set limits regarding our Service and the use of any features or services associated with our Service, including (where applicable) limits on the duration or amount of storage of postings, e-mail and other user-provided content, or the number or size of messages to or from a user. We are not liable for the deletion, garbling or loss of messages, other communications, or other content maintained or transmitted by our Service. We may change or terminate our Service or any part of it without notice or liability. We may terminate or change your password, account, or use of all or any part of our Service, and may remove any content from our Service without notice and for any reason, including lack of use or violation of these Terms. We reserve the right to log off accounts that are inactive for an extended period of time.
6. Discretion Over Use, Storage, and Operation of Our Service
Our Service may have "publicly accessible areas" such as message boards, forums, or other features that allow users to post information that will be accessible by the public or the general user population. With respect to all content you elect to post to such publicly accessible areas of our Service, while you retain any and all rights that may exist in such content, you grant True North Technology the royalty-free, perpetual, irrevocable, non-exclusive and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such content (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed and to exercise the same rights with respect to such works. You also permit any user of our Service to access, display, view, store and reproduce content that you have placed in publicly accessible areas of our Service. Any content you post to publicly accessible areas is not subject to our Privacy Policy.
Except for any personal, individually identifying information, which we agree to keep confidential as provided in our Privacy Policy, any feedback, data, answers, questions, comments, suggestions, ideas or the like that you send to us will be treated as being non-confidential and nonproprietary, and not subject to our Privacy Policy. We assume no obligation to protect such information from disclosure and will be free to reproduce, use, and distribute the information to others without restriction. We will also be free to use any ideas, concepts, know-how or techniques contained in information that you send us for any purpose whatsoever including but not limited to developing, manufacturing and marketing products and services incorporating such information.
7. WARRANTY
True North Technology represents and warrants that the Services provided by True North Technology hereunder shall be performed in a workmanlike manner. Except as expressly provided in a Service Level Agreement, the services are provided by True North Technology to you without any other warranties of any kind. True North Technology does not warrant uninterrupted or error-free operation of any machines, software, products or Services or that True North Technology will find or correct all defects. True North Technology does not warrant or assume liability for software used by you to provide services to yourself or your customers. EXCEPT AS EXPRESSLY PROVIDED IN THIS DOCUMENT, THERE ARE NO EXPRESS WARRANTIES, REPRESENTATIONS, UNDERTAKINGS, OR CONDITIONS (STATUTORY OR OTHERWISE) BY A PARTY, AND THERE ARE NO IMPLIED WARRANTIES, REPRESENTATIONS, UNDERTAKINGS, OR CONDITIONS (STATUTORY OR OTHERWISE) BY A PARTY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
8. Indemnity
You agree to indemnify and hold True North Technology and its underlying content and service providers, and each of their respective subsidiaries, affiliates, officers, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of content you submit, post or upload to or transmit through our Service, your use of our Service, your connection to our Service, your violation of these Terms, or your violation of any rights of another. These obligations will survive any termination of your relationship with True North Technology or your use of our Service. True North Technology reserves the right to assume the defense and control of any matter subject to indemnification by you, in which event you will cooperate with True North Technology in asserting any available defenses. In no event will True North Technology, you, or our respective Affiliates, employees, officers, and directors have any liability, regardless of the basis on which True North Technology or you is entitled to claim damages (including breach, negligence, misrepresentation, or other contract or tort claim), for any special, incidental, punitive, or indirect damages, or for any economic consequential damages (including lost profits or savings), even if foreseeable or even if you or True North Technology have been advised of the possibility of such damages.
9. Damages
True North Technology, Inc. and its respective Affiliates', employees', officers' and directors' entire liability for actual, direct damages under the Services Agreement, regardless of the basis on which you may be entitled to claim damages (including breach, negligence, misrepresentation, or other contract or tort claim), will be limited in the aggregate, for all claims and causes of actions, to an amount equal to the amount actually paid by you for the Services provided during the three (3) months prior to the occurrence of the first claim or cause of action.
10. GOVERNING LAW AND JURISDICTION
THE LAWS OF THE STATE OF GEORGIA WILL GOVERN, CONSTRUE, AND ENFORCE ALL OF THE RIGHTS, DUTIES, AND OBLIGATIONS ARISING UNDER, OR RELATING IN ANY MANNER TO, THE SUBJECT MATTER OF THE SERVICES, WITHOUT GIVING EFFECT TO ITS PRINCIPLES OR RULES OF CONFLICT OF LAWS TO THE EXTENT SUCH PRINCIPLES OR RULES WOULD REQUIRE OR PERMIT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION.
11. Not Fault Tolerant
The Service may contain technology that is not fault tolerant and is not designed, manufactured, or intended for use in environments or applications in which the failure of the Service could lead to death, personal injury, or severe physical, property or environmental damage. Unless otherwise provided, True North Technology is not providing disaster recovery or related services and is not responsible for the loss of, or damage to, your records or data. True North Technology will not be responsible for the security of data during transmission via public telecommunications facilities or services.
12. Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions will not in any way be affected or impaired.
13. Special Limitations on Use of Northstar™
You may not sell, resell, or otherwise use or commercially exploit our Service other than by using it for its intended purposes. Systematic retrieval of data or other content from our Service to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from True North Technology is prohibited. You further agree not to reproduce, prepare derivative works from or otherwise commercially exploit any portion of our Service, for any purposes other than its intended purposes or other than as expressly permitted by these Terms.
You may not modify, translate, decompile, disassemble, reverse engineer or otherwise attempt to derive the source code for the computer systems and other technology that operate our Service or create derivative works based on our Service. For purposes of these Terms, "reverse engineering" shall include the examination or analysis of the Service to determine the source code, structure, organization, internal design, algorithms or encryption devices of our Service's underlying technology.
Any license granted to you under these Terms for the use of any portion of our Service requiring registration or an account will automatically terminate upon termination of your account or registration privileges with respect to such portion of our Service. True North Technology and its third party suppliers have the right to terminate the license of any user at any time for any or no reason, solely in the discretion of True North Technology and its third party suppliers.
True North Technology provides our Service for use only by persons located within the United States. True North Technology makes no representation that materials or services described on our Service are appropriate or available for use in locations outside the United States or our applicable serving territories within the United States, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access our Service from other locations do so of their own initiative and are responsible for compliance with local laws. Certain True North Technology affiliated companies provide services and operate Web sites in various other countries throughout the world, some of which may be linked to from our Service. Any such International Web sites will be governed by their own terms of use and privacy policies and not by these Terms.
Terms and Conditions Regarding Use of Microsoft and Other Third Party Software
The terms below concern your use of Microsoft and other third party software, which includes computer software provided to you by True North Technology as described below, and may include associated media, printed materials, and “online” or electronic documentation (individually and collectively “Software Products”). Your right to use the software products is subject to your Services Agreement with True North Technology, and to your understanding of, compliance with and consent to the following terms and conditions.
14. Ownership of Software Products
Certain Software Products are licensed to True North Technology from Microsoft and other third parties. All title and intellectual property rights in and to the Software Products (and the constituent elements thereof, including but not limited to any images, photographs, animations, video, audio, music, text and “applets” incorporated into the Software Products) are owned by Microsoft or other third party software vendors. The Software Products are protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Your possession, access, or use of the Software Products does not transfer any ownership of the Software Products or any intellectual property rights to you. You may not remove, modify or obscure any copyright, trademark or other proprietary rights notices that appear on the Software Products or that appear during use of the Software Products
15. Limitations on Reverse Engineering, Decompilation and Disassembly
You may not reverse engineer, decompile, or disassemble the Software Products, except and only to the extent that applicable law, notwithstanding this limitation, expressly permits such activity.
16. Product Support
Unless otherwise expressly provided in this Service Description, any product support for the Software Products is provided to you by True North Technology, and/or its authorized agents or resellers, and is not provided by Microsoft.
17. No Warranties, Liabilities or Remedies by Microsoft or Other Third Party Software Vendors
To the extent permitted by applicable law, Microsoft and other third party software vendors, disclaim any warranties, liability for damages and remedies, whether direct, indirect, or consequential, arising from the use of the Software Products.
18. No Rental
You may not rent, lease, lend, pledge, or directly or indirectly transfer or distribute the Software Products to any third party, and you may not permit any third party to have access to and/or use the functionality of the Software Products.
19. Termination
Without prejudice to any other rights, True North Technology may terminate your rights to use the Software Products if you fal to comply with these terms and conditions.
20. Not Fault Tolerant
The Software Products may contain technology that is not fault tolerant and is not designed, manufactured, or intended for use in environments or applications in which the failure of the Software Products could lead to death, personal injury, or severe physical, property or environmental damage.
21. Export Restrictions
The Software Products are of U.S. origin for purposes of U.S. export control laws. You agree to comply with all applicable international and national laws that apply to the Software Products, including the U.S. Export Administration Regulations, as well as end-user, end-use and destination restrictions issued by U.S. and other governments. For additional information, see www.microsoft.com/exporting/
Copyright © 2006 True North Technology, Inc.
11465 Johns Creek Parkway, Suite 300
Duluth, GA 30097, U.S.A. All rights reserved.
This product or document is protected by copyright and distributed under licenses restricting its use, copying, distribution, and decompilation. No part of this product or document may be reproduced in any form by any means without prior written authorization of True North Technology and its licensors, if any. Third-party software is copyrighted and licensed from True North Technology suppliers.
True North Technology's patent pending Northstar™ network was designed specifically to deliver software as a service. True North, True North Technology, Northstar, Northstar Publish & Subscribe, Northstar Desktop, Northstar Total Office, and the True North and Northstar logos are trademarks or registered trademarks of True North Technology, Inc. in the U.S. and other countries.
All Microsoft trademarks are used under license and are trademarks or registered trademarks of Microsoft Corporation in the U.S. and other countries.
True North Technology
|
|
