ReadyCOLLECT Online Service Agreement

ReadyCollect Service Agreement LAST UPDATED: January 15th, 2010 THIS READYCOLLECT SERVICE AGREEMENT ("AGREEMENT") IS A LEGAL AGREEMENT BETWEEN YOU AND ASSOCIATIONREADY, LLC ("ASSOCIATIONREADY") AND SHALL GOVERN YOUR USE OF THE READYCOLLECT SERVICE WEB SITE AT WWW.READYCOLLECT.COM AND ALL SERVICES AND CONTENT AVAILABLE ON OR THROUGH SUCH WEB SITE (THE READYCOLLECT SERVICE WEB SITE AND ANY AND ALL SERVICES AND CONTENT AVAILABLE ON OR THROUGH THE READYCOLLECT SERVICE WEB SITE ARE, INDIVIDUALLY AND COLLECTIVELY, THE "WEB SITE"). BY ACCESSING OR USING THE WEB SITE (OTHER THAN TO READ THIS AGREEMENT FOR THE FIRST TIME), YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT AND AGREE TO BE BOUND BY THE TERMS AND PROVISIONS HEREIN. IF YOU ARE ACCEPTING THE TERMS OF THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT, IN WHICH CASE THE TERMS "YOU" OR "YOUR" SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THE TERMS OR CONDITIONS OF THIS AGREEMENT, YOU MAY NOT ACCESS OR USE THE WEB SITE. This Agreement is strictly related to your use of the Web Site, and does not supersede, modify, or override any other generally-applicable terms available on the AssociationReady Web Site at www.associationready.com, or any other agreement between you and AssociationReady. Before you continue, you should print or save a copy of this Agreement for your records. 1. Registration 1.1 By registering to use the Web Site, you represent you are providing AssociationReady with accurate and complete registration information and that you are using the Web Site for your own use and not for redistribution or transfer of any kind. Your registration must include your real name (or the real name of the legal entity you represent) and other accurate information. It is your responsibility to inform AssociationReady of any changes to that information by e-mailing AssociationReady at ReadyCollectsupport@AssociationREADY.com. When you register, you voluntarily provide certain information about yourself, such as your name, address, phone number, ZIP code, and e-mail address. AssociationReady shall have the right to disclose such information, as provided in our privacy policy, if any, to the extent necessary to (a) comply with applicable law, summons, police investigations, and where such information is relevant, and (b) to provide technical service, and you consent to AssociationReady's use of such information. 1.2 AssociationReady retains the right to assign, sell, license, or otherwise transfer your registration information to a third party, as provided in our privacy policy, if any, or in connection with an assignment, sale, joint venture, or other transfer or disposition of a portion or all of AssociationReady's assets or stock. 2. Limited License and Use of Web Site 2.1 You are granted a non-exclusive, non-transferable, revocable license to access and use the Web Site to help manage the process of collecting delinquent community association dues and fees, and such other related services, strictly in accordance with the terms of this Agreement. You may not make any other use of the Web Site without AssociationReady's express consent. AssociationReady will send you access information to access the Web Site within four (4) business days of your registration. 2.2 You agree to use the Web Site at your own risk. You are responsible for all activity occurring under your account or through access or use of the Web Site through your facilities (including all acts and omissions of your users). You will keep all your account information, including user IDs and passwords, confidential. You agree to and are bound by any and all changes you make to your account while using the Web Site. You are responsible for any and all of your input errors or typographical errors related to information you provide to AssociationReady via the Web Site. 2.3 Except as expressly authorized by AssociationReady, you shall not and shall cause all of your users to not (a) license, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make available the Web Site to any third party in any way, (b) access the Web Site in order to build a competitive product or service, (c) copy, modify, harvest data from, or make any derivative works based upon the content found on the Web Site, (d) use, modify, copy, print, display, reproduce, distribute, manipulate, or publish any content or software found on the Web Site, (e) use any data mining robots, or other data gathering and extraction tools, scripts, applications, or methods on the Web Site, (f) use any device, software, or hardware to bypass any operational element or to interfere, or attempt to interfere with the proper working of the Web Site, or (g) reverse engineer, decompile, disassemble, or otherwise tamper with any security components, usage rules, or other protection measures applicable to the Web Site. 3. Intellectual Property Except for the limited license contained in Paragraph 2.1 above, nothing in this Agreement grants or should be construed to grant to you any licenses or rights under copyright or other intellectual property rights. All rights, title, and interest (including all copyrights, trademarks, service marks, patents, and other intellectual property rights) in the Web Site belong to AssociationReady or AssociationReady's licensors, as applicable, and all such rights are reserved. All name, logo, and products' and services' names and logos associated with AssociationReady's service offerings, including, but not limited to, the names "AssociationReady", "ReadyCollect", and "ReadyResale" are trademarks or service marks of AssociationReady's or third parties, and no right or license is granted to you to use them for any purpose whatsoever. 4. License of Your Content 4.1 By uploading or submitting any of Your Content (as such term is defined below) for use on the Web Site, you grant us a perpetual, royalty-free, irrevocable, fully paid-up, non-exclusive right and license to use, reproduce, modify, adapt, and display, translate, create derivative works from, and distribute such of Your Content or incorporate such of Your Content into any form, medium, or technology now known or later developed, to the extent necessary to provide you with use of the Web Site. 4.2 You represent and warrant that you have all rights necessary to grant us the license in Your Content, that Your Content will not infringe, violate, or misappropriate any copyright, trademark, trade secret, or other rights of any third party; and that Your Content shall be truthful, accurate, up-to-date, and in compliance with applicable laws, rules, and regulations. "Your Content" means any data, material, or other content (including, without limitation, copyrightable subject matter, trademarks, and service marks) provided or submitted by you or any of your users to the Web Site in the course of using the Web Site or that you request that AssociationReady pre-load on the Web Site. However, our use of Your Content is still subject to our privacy policy, if any. 5. Data Storage AssociationReady shall store Your Content for a period of sixty (60) months from the date you input such content onto the Web Site unless this Agreement is terminated earlier. After the sixty (60) month period, AssociationReady may remove and delete Your Content from the Web Site without notice to you (unless there is a specific agreement with you to store Your Content for a longer period of time). AssociationReady may remove and delete Your Content from the Web Site thirty (30) days after this Agreement is terminated without notice to you. 6. Reports AssociationReady offers a number of pre-defined reports available to you that show the status of collection cases in a variety of formats. Should you request the creation of special reports with different report formats, AssociationReady hereby agrees to create such special reports, to the best of its ability and subject to any limitations of the data structure or programming language, up to a maximum of five (5) special reports at no additional charge. 7. Modification of this Agreement AssociationReady reserves the right to change the terms and provisions of this Agreement at any time. Updated versions of this Agreement will appear on the Web Site and are effective as of the latest revision date stated at the top of this Agreement. You are responsible for regularly reviewing this Agreement. Continued use of the Web Site after any changes to this Agreement constitutes your consent to such changes. 8. Operating Systems and Programming Language You understand that your use of the Web Site requires a properly configured computer system with an operating system including an internet browser. You must also have an internet connection to be able to use the Web Site. AssociationReady is not responsible for supplying any computer hardware, programming language, operating system, internet browser, or internet connection to you. AssociationReady is not responsible for degradation in the performance of the Web Site due to your use of slow or low speed internet connections or your use of, or access to the Web Site through emulation software. 9. Changes and Modifications to Web Site ASSOCIATIONREADY MAY MAKE IMPROVEMENTS, DELETIONS, MODIFICATIONS, AND/OR CHANGES TO THE FEATURES, FUNCTIONALITY, OR CONTENT OF THE WEB SITE, OR SHUT DOWN THE WEB SITE, AT ANY TIME WITHOUT ANY NOTICE OR LIABILITY TO YOU. 10. Disclaimer THE WEB SITE (INCLUDING ALL SERVICES, SOFTWARE, CONTENT, AND OTHER INFORMATION, MATERIALS, AND PRODUCTS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE WEB SITE) IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND FROM ASSOCIATIONREADY. ASSOCIATIONREADY EXPRESSLY DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, ASSOCIATIONREADY DOES NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE WEB SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR OPERATE IN COMBINATION WITH ANY SPECIFIC HARDWARE, SOFTWARE, SYSTEM, DATA, OR CONTENT, (B) THE WEB SITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) THE WEB SITE OR ANY SOFTWARE, CONTENT, INFORMATION, MATERIALS, OR PRODUCTS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE WEB SITE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (D) THE QUALITY OF ANY CONTENT, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU, DIRECTLY OR INDIRECTLY, THROUGH THE USE OF THE WEB SITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. 11. Limitation of Liability ASSOCIATIONREADY SHALL NOT BE LIABLE FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM, ARISING OUT OF, OR ANY WAY RELATED TO THE WEB SITE OR ITS CONTENT, INCLUDING, BUT NOT LIMITED TO, TECHNICAL INACCURACIES AND TYPOGRAPHICAL ERRORS. TO THE EXTENT THAT ANY OF THE FOREGOING LIMITATIONS ON LIABILITY DO NOT APPLY TO YOU OR ARE PROHIBITED BY LAW, ASSOCIATIONREADY'S SOLE OBLIGATION AND LIABILITY TO YOU FOR DAMAGES SHALL BE THE LESSER OF THE TOTAL AMOUNT OF MONEY YOU HAVE PAID ASSOCIATIONREADY OR TEN THOUSAND ($10,000.00) DOLLARS. 12. Termination of Agreement 12.1 The term of this Agreement will begin on the date of your registration and will remain in full force and effect for an initial term of one (1) year subject to earlier termination as otherwise provided in this Agreement, with the said term being automatically extended in one (1) year increments without notice to you, unless terminated by either party upon sixty (60) days written notice prior to the next annual renewal date. 12.2 You further covenant and agree that upon termination of this Agreement you shall immediately cease and desist from the use of the Web Site. 12.3 AssociationReady may prevent your access to the Web Site upon the date of termination or for any period in which you become more than forty-five (45) days late in payment of an invoice. 13. Miscellaneous The provisions of this Agreement are intended to be enforceable in accordance with their terms, and whenever possible this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. If any clause of this Agreement shall be prohibited by or invalid under such law, such clause shall be deemed ineffective to the extent of such prohibition or invalidity and such clause shall be severed from the remainder of this Agreement without invalidating the remainder of any provision containing such clause or the remaining provisions of this Agreement. The laws of the State of Georgia shall govern this Agreement. In the event of any breach of any part of this Agreement, the non-breaching party shall be entitled to equitable relief, including temporary and permanent injunctions and restraining orders. Any waiver of rights or remedies for breach of this Agreement shall not be valid unless made in writing and no previous waiver shall be deemed a waiver of any subsequent breach. This Agreement supersedes any other discussions, agreements, representations, or promises between the parties relating to the subject matter of this Agreement, whether written or oral. This Agreement cannot be amended, except by a written document signed by the party to be charged with the amendment. The rights and obligations placed on you under this Agreement may not be assigned; however, all your heirs and legal representatives of the estates shall be bound by the terms hereof. Time is of the essence in this Agreement. YOU CONSENT TO PERSONAL JURISDICTION AND SERVICE OF PROCESS IN THE STATE OF GEORGIA AND AGREE THAT THE SOLE AND PROPER VENUE FOR THE DETERMINATION OF ANY DISPUTE ARISING IN CONNECTION WITH THIS AGREEMENT SHALL BE THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT GEORGIA, ATLANTA DIVISION OR THE SUPERIOR COURT OF DEKALB COUNTY, GEORGIA. 14. Fees and Rates You agree to pay for the use of the Web Site according to a "Services Schedule", which AssociationReady shall provide to you, within thirty (30) days after AssociationReady has sent you its invoice. Payments received more than forty-five (45) days from the invoice date shall be subject to a surcharge of 1 1/2% per month of the outstanding balance. (or the highest rate allowed by law).
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By clicking "Accept" I agree to be bound by the terms and conditions of the ReadyCOLLECT Service Agreement.