Transpara Copyrights
Effective Date: These Copyrights are effective as of June 1, 2021.
I. GENERAL
These Copyrights, as amended from time to time, as well as all any other rules and restrictions set forth on this web site, apply to you when you view, access or otherwise use the Software downloaded from www.transpara.com (the “Site”). The Software and the Site are owned by Transpara LLC, formerly Transpara Corporation (“Transpara”), with offices at 15900 N 78th Street, Suite 100, Scottsdale, AZ, USA, and for the purposes of these Terms of Use, the terms “we,” “us,” “our,” and “Transpara,” refer to Transpara LLC. “You” refers to you, as a user of this Site. “Software” refers to all By accessing or using our Software, you are acknowledging that you have read, understand, and agree without limitation or qualification to be bound by these Copyrights.
Transpara reserves the right to change these Copyrights at any time, and you agree that use of our Software shall be subject to the current Copyrights. Accordingly, you should check these Copyrights periodically for changes.
II. PRIVACY POLICY AND END USER LICENSE AGREEMENTS
In addition to these Copyrights, your use of and access to the Software is also subject to our Privacy Policy, which is incorporated by reference herein. Our Privacy Policy contains additional terms relating to our potential collection, use and disclosure of your personal information. You agree that you have read, agreed to and understand Transpara’s complete Privacy Policy.
In addition, the downloading and use of certain products and services available via the Site, including but not limited to Visual KPI, may be subject to additional terms and conditions set forth in an end user license agreement which you will be required to review and affirmatively accept prior to and as a condition of your downloading and use of the applicable product or service.
III. USE OF THE SOFTWARE
(a) License to Use the Software
By purchasing a license for Visual KPI we grant you a non-exclusive, nontransferable, limited right to access, use and display the Software and the copyrighted materials, trademarks and other proprietary information provided hereon (“Site Content”), provided that you comply fully with the Terms of Use and provided further that certain products and services available via the Site may be subject to different or additional terms and conditions as set forth in the end user license agreement applicable to such products and services which shall control and take precedence over these Terms of Use.
The Site and the Site Content is intended for non-commercial purposes only, and you may not copy, reproduce, distribute, display portions of or link to this Site or any Site Content contained hereon for commercial purposes without our prior express written consent. Further, you agree to use the Site and the Site Content only for lawful, personal and informational purposes. Except as otherwise permitted herein, you may not reproduce, distribute, modify, copy, publish, display, transmit, adapt, upload, create derivative works of, post or in any way exploit the Site or the Site Content in any manner or for any purpose.
(b) Copyright Protection
The Software and all Site Content contained thereon is protected by copyright as a collective work under United States copyright laws, and is owned or controlled by, or licensed to, Transpara or the party listed as the provider of the applicable Site Content. UNAUTHORIZED COPYING, REPRODUCTION, DISTRIBUTION, MODIFICATION, COPYING, PUBLISHING, DISPLAY, ADAPTING, UPLOADING, CREATING DERIVATIVE WORKS, POSTING, OR TRANSMITTING OF ANY OF THE SITE CONTENT IS PROHIBITED. Subject to the terms of any applicable end user license agreement, you may download any downloadable Site Content displayed on the Site only for lawful, personal, noncommercial and informational purposes, provided that such downloadable Site Content is also subject to the terms of this Section III, and provided further that you maintain and abide by all copyright, trademark and other notices contained in such Site Content, or if none, you abide by the following copyright and trademark notice with respect to such downloaded materials:
Transpara owns copyrights related to (but not limited to) the following components and/or modules:
Visual KPI Web Service API
© 2005-2020 Transpara LLC. The Transpara and Visual KPI logos and all associated trademarks and logos used herein are trademarks of Transpara LLC and/or Transpara Corporation. Other company and product names used herein are properties of their respective owners. All rights reserved.
(c) Trademarks
“Transpara” “Visual KPI” and other marks, product names and company names appearing on the Site, are trademarks and service marks of Transpara LLC and/or their respective owners, and are protected by law. They may be used publicly only with permission from Transpara. Fair use of the trademarks and service marks requires proper acknowledgment in accordance with the above copyright and trademark notice.
(d) Accuracy of Information
Transpara strives to provide accurate and complete information about its products and services, its business and its activities, and to provide updated information on the Site; however, Transpara does not warrant that any information on the Site is complete or free from error. Further, you acknowledge and agree that the views expressed by you and other users as part of the User Content (as defined below) do not necessarily reflect the views of Transpara, and we do not support or endorse any User Content posted by you or any other user.
(e) Links to Other Sites and/or Materials
Links may appear on the Site that are used to link to other site(s) which are not owned or operated by Transpara (“Linked Sites”). These links are provided solely as a courtesy to our Site visitors. Transpara reserves the right to add, change, decline or remove any link at any time. Transpara has no control over the Linked Sites or the materials, information, goods or services available on these Linked Sites.
Each Linked Site may have an individual privacy policy and/or terms of use which govern your use of and access to such Linked Site, and we recommend that you review the policies applicable to these sites prior to your use. Transpara is not responsible for and does not endorse or warrant in any way any materials, information, goods or services available through Linked Sites or any privacy or other practices of such Linked Sites. If you decide to access any of the Linked Sites, you do so entirely at your own risk.
IV. USER CONTENT
From time to time, Transpara may provide you with the opportunity to post certain information, data, text, music, sounds, photographs, graphics, videos, messages or other materials including but not limited to comments on our products, facts, advice, “tips”, testimonials and opinions (collectively, “User Content”), in or otherwise using Public Communications Features (as defined in our Privacy Policy) available to you through the Site from time to time.
Subject to our Privacy Policy, all User Content that you post on the Site will be treated as non-confidential and non-proprietary to you and may be viewed by you and/or other users of the Site, and you hereby grant Transpara the royalty-free, unrestricted, world-wide, perpetual, irrevocable, non-exclusive, and fully transferable, assignable, sub-licensable right and license to reproduce, distribute, modify, copy, publish, display, transmit, adapt, upload, create derivative works of, or post such User Content (in whole or in part) and/or to incorporate it in other works in any form, media, or technology now known or later developed for any purpose. You agree that you are solely responsible for your User Content. You acknowledge and agree that User Content you view or post on the Site is posted, viewed and used by you at your own discretion and risk, including any reliance on the accuracy, completeness, or usefulness of such User Content. You acknowledge that we do not screen, monitor, review, or edit the User Content posted by you and other users on the Site. However, we have the right (but not the obligation) at our sole discretion to modify, refuse or remove any User Content, in whole or in part, that, in our judgment, does not comply with these Terms of Use or is otherwise undesirable, inappropriate, or inaccurate.
V. PROHIBITED ACTIONS
Without limiting anything contained in Section IV, you agree that you will not: (i) transmit any User Content that is unlawful, false, misleading, harmful, threatening, embarrassing, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, deceptive, fraudulent, invasive of another’s privacy, hateful, or contains explicit or graphic descriptions or accounts of sexual or violent acts; (ii) transmit any User Content that victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of any impermissible classification; (iii) transmit any User Content that infringes any patent, trademark, trade secret, copyright, or other intellectual or proprietary right of any party; (iv) transmit any User Content that you do not have a right to transmit under any law or under any contractual or fiduciary relationship; (v) transmit any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of the Site; (vi) interfere with or disrupt the Site or servers or networks linked to the Site, or disobey any requirements, procedures, policies, or regulations of networks linked to the Site; (vii) violate any applicable local, state, national, or international law; (viii) transmit any User Content, or take any other actions with respect to your use of the Site, that would constitute, or would otherwise encourage, criminal conduct or conduct that could give rise to civil liability; (ix) use the Site for commercial purposes without our prior written consent; or (x) solicit other guests of the Site to become members of any commercial on-line service or other group or organization without first obtaining our express written consent.
VI. DISCLAIMERS AND LIMITATION OF LIABILITY
(a) Disclaimers of Liability; No Warranty
THE SITE MAY CONTAIN ERRORS AND DEFECTS OR MAY SUFFER INTERMITTENT DOWNTIME AND ARE PROVIDED “AS IS”, “AS-AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. Transpara, ITS AFFILIATES, ITS LICENSORS, AND ALL PERSONS OR ENTITIES INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING ANY SITE CONTENT OR SERVICES CONTAINED ON THIS SITE, AS WELL AS THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, (COLLECTIVELY REFERRED TO AS “TRANSPARA” FOR THE PURPOSES OF SECTION VI) HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SITE, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS, THAT SITE WILL BE UNINTERRUPTED OR ERROR FREE, OR AS TO THE ACCURACY, RELIABILITY, QUALITY OR CONTENT OF ANY INFORMATION, SERVICE OR PRODUCT PROVIDED ON OR THROUGH THE SITE, AS WELL AS ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE; PROVIDED THAT THIS SECTION VI SHALL NOT OPERATE TO EXCLUDE OR DISCLAIM THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THESE TERMS OF USE.
USE OF THE SITE IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, OTHER COMMUNICATIONS, CONTENT (INCLUDING, WITHOUT LIMITATION, SOFTWARE) OR SERVICES ACCESSED THROUGH OR OBTAINED BY MEANS OF THE SITE.
(b) Limitation of Liability
TRANSPARA SHALL NOT BE LIABLE TO YOU FOR PERSONAL INJURY, OR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OR INTERRUPTION OF BUSINESS, LOSS OF DATA, LOSS OF GOODWILL OR LOST PROFITS), UNDER ANY THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS OF SERVICE, EVEN IF Transpara HAS BEEN ADVISED OF THE RISK OF SUCH DAMAGES.
IN ALL CIRCUMSTANCES TRANSPARA’S MAXIMUM LIABILITY IS LIMITED TO THE AMOUNT PAID BY YOU TO TRANSPARA FOR ACCESS TO THIS SITE. TRANSPARA SHALL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE UPON A CLAIM OR ACTION IN CONTRACT, TORT, INDEMNITY OR CONTRIBUTION, OR OTHER CLAIMS WHICH EXCEED THIS LIABILITY LIMIT.
BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES OR JURISDICTIONS, TRANSPARA’S LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW, THEREBY MINIMIZING TRANSPARA’S LIABILITY TO YOU TO THE LOWEST AMOUNT PERMITTED BY APPLICABLE LAW.
(c) Indemnification
You agree to defend, indemnify and hold us harmless for any loss, damages or costs, including reasonable attorneys’ fees, resulting from any third party claim, action, or demand resulting from your use of the Site, or its products or services, or breach of these Terms of Use. You also agree to indemnify us for any loss, damages, or costs, including reasonable attorneys’ fees, resulting from your use of software robots, spiders, crawlers, or similar data gathering and extraction tools, or any other action you take that imposes an unreasonable burden or load on our infrastructure.
VII. GOVERNING LAW; DISPUTE RESOLUTION
In order to expedite and control the cost of disputes, you and Transpara agree that any legal or equitable claim relating to these Terms of Use (referred to as “Claim”) will be resolved as follows:
(a) Informal Resolution
You and Transpara agree that we will first try to resolve any Claim informally. Accordingly, neither of us may start a formal proceeding (except for Claims involving any violation of the federal trademark or copyright laws, or for injunctive relief) for at least 30 days after one of us notifies the other of a Claim in writing. Transpara will send its notice to your billing address, with a copy via email to your email address. You will send your notice to Transpara LLC, 15900 N 78th Street, Suite 100, Scottsdale, AZ 85260, USA, with a copy to info@transpara.com.
(b) Formal Resolution
If we cannot resolve a Claim informally, you and Transpara each agree to submit to personal jurisdiction in Arizona and agree that any and all Claims either of us asserts shall be exclusively brought in the appropriate state or federal court in the County of Maricopa, State of Arizona, provided that neither you nor SOE shall be precluded from filing a Claim in small claims court for disputes within the small claims court jurisdictional level.
(c) Governing Law and Jurisdictional Issues
This Agreement is governed in all respects by the substantive laws of the State of Arizona and of the United States of America. The UN Convention on Contracts for the International Sale of Goods is expressly disclaimed. This Site is controlled and operated from Transpara’s offices at 15900 N 78th Street, Suite 100, Scottsdale, AZ 85260, United States of America, and Transpara makes no representations that materials in the Site are appropriate or available for use in other locations. Those who choose to access the Site from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. Access to the Site from any territory where the content is illegal is prohibited. You may not use or export any of the Site materials in violation of U.S. export laws and regulations.
VIII. MISCELLANEOUS
(a) Suggestions and Feedback
Transpara welcomes feedback or inquiries about our products. If you elect to provide any feedback or comments of any nature to Transpara, all of such feedback and comments shall be the sole and exclusive property of Transpara, and Transpara shall have the right to use such feedback in any manner and for any purpose in Transpara’s discretion without remuneration, compensation or attribution to you, provided that Transpara is under no obligation to use such feedback.
(b) Interpretation and Entire Agreement
These terms and conditions, together with our Privacy Policy, form the complete and exclusive agreement between you and Transpara, and they supersede all prior or contemporaneous proposals, oral or written, understandings, representations, conditions, warranties, and all other communications between you and Transpara relating to the subject products. This agreement may not be explained or supplemented by any prior course of dealings or trade by custom or usage. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not affect the interpretation of these Terms of Use. If any provision of these Terms of Use shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.
(c) Contact Us
If you have any questions, comments or concerns regarding these Copyrights and/or the Site, please send an email to: info@transpara.com
However, please note that communications made through the Site’s e-mail and messaging system shall in no way be deemed to constitute legal notice to Transpara or any of its officers, employees, agents or representatives, such as where notice to Transpara is required by contract, or any federal, state or local laws, rules or regulations. You may provide notice to Transpara at:
Transpara LLC
15900 N 78th Street, Suite 100
Scottsdale, AZ 85260
USA
Telephone: +1-925-218-6983
Email: info@transpara.com