BY ACCESSING OR USING THE SITE IN ANY MANNER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THIS TERMS AND CONDITIONS. If you (“you” or “user”) do not agree to all of the Terms and Conditions (“Terms”), you are not authorized to access or otherwise use this site (the “Site”).
SITE OVERVIEW. This Site is available only to users that have a registered Username and PASSWORD. If you do not have a valid registered Username and PASSWORD, you are not authorized to use or access this Site.
BINDING AGREEMENT. These Terms (as amended from time to time by eScreen), together with your order (if applicable), form a binding agreement between you and eScreen. Your access to or use of the Site or eScreen services indicates your acceptance of these Terms as part of that agreement. You are agreeing to use the Site at your own risk.
REGISTRATION AND PASSWORD. In order to access and use this Site, you must provide your current Username and Password. You will be required to change your Password at a frequency determined by your eScreen. If you would like to change your Password at any other time, you may do so by accessing the my profile link. You agree to take any and all actions necessary to maintain the privacy of your Username and Password, including, without limitation, safeguarding your Username and Password in a private and secure place, adopting special precautions when accessing the Site from a computer that is available for use by other users and exiting from the Site at the end of each session. In the event that you have reason to believe that a third party has access to your account, you should immediately choose a new Password by following the above procedures.
PROHIBITIONS. You may not copy, use, modify, display, rent, resell, sublicense or distribute the software provided by eScreen (the “Software”) or access thereto without eScreen’s prior written approval. No identifying marks, intellectual property or other proprietary right notices of eScreen or other parties may be deleted from, altered or obscured on the Software or materials produced by or using the Software. You may not translate, decompile, disassemble, reverse compile, reverse engineer, decrypt or otherwise seek to recreate the source code of the Software, adapt the Software in any way or use it to create a derivative work, or grant any other person or entity the right or access to do so, without the prior written approval of eScreen. You agree not to collect or harvest any personally identifiable information from the Software or eScreen, and not to use any communications systems provided by the Software for any commercial solicitation.
ACCEPTABLE USE. You assume sole and complete responsibility for ensuring that your Username and Password are not used by anyone other than you. Unauthorized use includes, without limitation: (a) use of the Software to access web sites other than the Site; (b) attempts to gain access to data about individuals other than for legitimate screening purposes; (c) alteration or modification of individual data or of any Software configuration values from the originally delivered values; (d) accessing the Software through any technology or means other than through the user account information provided to you by eScreen; and (e) any use of the Software or the information contained therein in violation of any applicable law or regulation. You will not: (i) enter or transmit any information using the Software that is unlawful, false, offensive, defamatory, or infringes the rights of any person; (ii) use the Software in a way that disrupts use of the Software by others; and (iii) use any information obtained through the Software except for the purpose for which the information was provided, and must not attempt to use the Software to gain unauthorized access to information.
USER CONTENT. You shall be solely responsible for the posting or provision of any information, photos, video, text, graphics, music, sounds or other material input into the Software or Site under your account (collectively, the “User Content”). In connection with the User Content, you affirm, represent and warrant that you (which includes your employer or the entity you are acting on behalf of, if applicable) owns or has the necessary licenses, rights, consents and permissions to use and authorize eScreen to use all proprietary rights in and to any and all User Content to enable inclusion and use of the User Content in the manner contemplated by the Software or Site. The user retains all ownership rights in User Content. By posting or providing User Content to eScreen, you (on behalf of yourself or your employee, if applicable) hereby grant eScreen a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, modify, edit, adapt, publish, translate, incorporate, prepare derivative and collective works utilizing, display and perform the User Content in any form, medium or technology now known or later developed throughout the universe, for the improvement of the Software or Site or use with eScreen’s other products and services (as may exist now or in the future) and for such other lawful purposes as eScreen sees fit. In addition, you hereby waive (or warrant that the owner of such User Content has expressly waived) any and all “moral rights” in the User Content as to any of the foregoing rights and licenses granted to eScreen.
PAYMENT TERMS. Testing events are billed on scheduling. An event must be completed within five (5) business days of scheduling, unless other terms are established in writing. Once scheduled, payment for an event is not refundable under any circumstances, including a donor’s failure to appear or complete the test.
LAWS AND REGULATIONS. Access to and use of this Site (including the Software and any services provided by eScreen (the “Services”)) is subject to all applicable international, federal, state and local laws and regulations. You agree to abide by these laws and not use the Site (including the Software and Services) in any way that violates such laws or regulations.
CONFIDENTIALITY AND NON-USE. You will not disclose any Confidential Information to anyone who is not authorized to receive such information. You will protect eScreen’s Confidential Information from unauthorized disclosure by taking at least those steps that protect your own Confidential Information, but in no event less than reasonable efforts. “Confidential Information”means: (a) any information related to eScreen, the Site, or the Software, including, but not limited to, eScreen’s existing or proposed business, technology, products, services, internal structure and strategies, specifically including, without limitation, documentation, end-user materials, intellectual property, proposals, designs, concepts, methodologies, inventions, source or object code, developments, research, programs, databases, referral sources, customers, prospective customers, inventions, developments, “know-how,” procedures, financial information or licensing and access policies.
OWNERSHIP. Access to the Software is licensed and not sold. You shall not, by virtue of these Terms or otherwise, acquire any rights whatsoever in the Software aside from the limited licenses granted herein, and you hereby expressly disclaims any other rights therein. eScreen shall have and retain all right, title and interest in and to the Software and all eScreen intellectual property rights comprising the Software as well as any modifications or enhancements made thereto, with the sole exception of any data provided by You. You hereby irrevocably assign to eScreen ownership of any and all suggestions, modifications, enhancements, improvements, alterations, changes or revisions to the Software (collectively, “Modifications”) made or suggested by you.
COPYRIGHTS AND TRADEMARKS. The Software available on or through this Site is the sole and exclusive property of eScreen, and is protected by copyright, trademark, and other intellectual property laws. Users may not modify, copy, distribute, transmit, display, publish, sell, license, create derivative works or otherwise use any Software available on or through this Site for commercial or public purposes. Users may not use the trademarks, logos and service marks ("Marks") found on the Site for any purpose, including, but not limited to, use as "hot links" or meta tags in other pages or sites on the World Wide Web, without the written permission of eScreen.
POTENTIAL DISRUPTION OF SERVICE. Access to the Site may from time to time be unavailable, delayed, limited or slowed due to, among other things: Hardware failure, including among other things failures of computers (including your own computer), servers, networks, telecommunication lines and connections, and other electronic and mechanical equipment; Software failure, including among other things, bugs, errors, viruses, configuration problems, incompatibility of systems, utilities or applications, the operation of firewalls or screening programs, unreadable codes, or irregularities within particular documents or other content; Overload of system capacities; Damage caused by severe weather, earthquakes, wars, insurrection, riots, civil commotion, act of God, accident, fire, water damage, explosion, mechanical breakdown or natural disasters; Interruption (whether partial or total) of power supplies or other utility of service; Strike or other stoppage (whether partial or total) of labor; Governmental or regulatory restrictions, exchange rulings, court or tribunal orders or other human intervention; Any other cause (whether similar or dissimilar to any of the foregoing) whatsoever beyond the control of eScreen.
YOUR REPRESENTATIONS. You represent, warrant and covenant that: (a) you are authorized to access and use the Site (b) you are authorized to consent and agree to the Terms on this Site and that references to “you” or “user” in the Terms include the entity that you are authorized to act on behalf of, if applicable; (c) all instructions and information you enter into the Site related to the Services will be accurate and complete; (d) you will verify and remain solely responsible for all instructions and information entered into the Site related to the Services; (e) you will not upload, transmit, distribute or otherwise publish through the Site any materials that contain a virus, worm or other harmful component or that would cause the Site to malfunction; and (f) you will not decompile, reverse engineer, disassemble or unlawfully use or reproduce any of the Software or other copyrighted or trademarked material, trade secrets or other proprietary information contained in the Site.
LIMITATION OF LIABILITY. TO THE EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES SHALL ESCREEN OR ANY RELATED OR AFFILIATED ENTITIES BE LIABLE FOR ANY DAMAGES SUFFERED BY YOU, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, (I) LOSSES ARISING FROM THE USE OR THE INABILITY TO USE THE SITE (INCLUDING THE SOFTWARE AND/OR THE SERVICES), (II) LOSSES ARISING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, (III) LOSS OF INFORMATION, PROGRAMS OR OTHER DATA THAT RESULT FROM ACCESS TO, USE OF, OR INABILITY TO USE THE SITE (INCLUDING THE SOFTWARE AND/OR SERVICES) OR DUE TO ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION THROUGH THE INTERNET, OR (IV) ANY DECISIONS MADE OR ACTIONS TAKEN BY USER BASED ON INFORMATION OR TEST RESULTS PROVIDED BY ESCREEN . THIS LIMITATION OF LIABILITY SHALL BE IN FULL FORCE REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF ESCREEN HAD PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
INDEMNIFICATION. As a condition of use of this Website, the User agrees to indemnify eScreen, its affiliates, and the directors and employees of any of them against and from and against any and all claims, demands, judgments, costs, liabilities, expenses (including attorneys' fees) and damages arising out of legal claims resulting from User's use of this Site and eScreen services, including, without limitation, any claims alleging facts that if true would constitute a breach by User of these terms and conditions.
TERMINATION. Your license to use and access the Software and Site shall terminate immediately and without notice or action from eScreen in the event (a) you breach any obligation included in these Terms; (b) eScreen changes any terms and conditions that will govern use of or access to the Software or Site and you do not accept the additional terms and conditions; or (c) eScreen ceases providing access to the Software or Site. Upon the termination or expiration of these Terms for any reason, your license to use the Software and Site shall immediately and automatically terminate.
INCORPORATION, ENFORCEABILITY AND GOVERNING LAW. These terms and conditions are incorporated in any agreements for eScreen services. In the event any of the terms or provisions of these Terms shall be held to be unenforceable, the remaining terms and provisions shall be unimpaired and the unenforceable term or provision shall be replaced by such enforceable term or provision as comes closest to the intention underlying the unenforceable term or provision. These Terms shall be subject to any other agreements you have entered into with eScreen. The user's access to and use of the Site, and the terms of this disclaimer are governed by the laws of the State of Kansas. You agree that any legal action or proceeding between you and this Site will be brought exclusively in a federal or state court of competent jurisdiction sitting in the State of Kansas.
CHANGES TO SERVICE AND TERMS. eScreen is not responsible for any technical inaccuracies or typographical errors which may be contained in these Terms. eScreen reserves the right to change these Terms in its sole discretion at any time upon posting such changes to this Site. It is your responsibility to review these Terms to determine if any changes have been made, as eScreen is not obligated to provide any other means of notice. Any such changes to the Terms will become effective immediately upon being posted on the Site. The Site and/or the Software and any Services may be modified, temporarily or permanently, by eScreen at any time without notice to you. You agree that eScreen shall not be liable to you or to any third party for any modification of the Site and/or the Software or the Services. These Terms and any changes made by eScreen state all the Terms related to use of this Site.