TERMS OF USE

 

These terms of use are entered into between you and Tricerat, Inc. (“Tricerat”). The following sets forth the terms and conditions (“Terms of Use”) under which the Tricerat online services (“Tricerat Services”) are provided to you and that govern your use and access www.tricerat.com and any co-branded or successor site (“Tricerat Website”). Please read the Terms of Use carefully. By accessing or using the Tricerat Website, and by continuing to use the Tricerat Services, you are agreeing to be bound and to abide by these Terms of Use and our Privacy policy (incorporated herein by reference).  If you do not agree to these terms, you must not access or use Tricerat Website or Tricerat Services.

CHANGES

 

Tricerat may, at any time and at its sole discretion, update, revise or otherwise modify the terms and conditions of the agreement without notice to you. All changes are effective immediately when we post them.

 

Your continued use of the Tricerat Website following the posting of revised Terms of Use means that you accept and agree to the changes.

 

TRICERAT TECHNOLOGY

 

Tricerat currently provides visitors to the Tricerat Website with access to the Tricerat Services available on the Tricerat Website (along with all related intellectual property rights, the “Tricerat Technology”).

REGISTRATION AND YOUR OBLIGATIONS
As a visitor of the Tricerat Website, you may be asked to register or provide certain information. It is a condition of your use of the Tricerat Website that all the information you provide, for application and registration forms (such information being the “Registration Data”) is true, accurate, current and complete. If you provide any Registration Data that is untrue, inaccurate, not current or incomplete, or Tricerat has reasonable grounds to suspect that such Registration Data is untrue, inaccurate, not current or incomplete, Tricerat has the right to suspend or terminate your access to and use of the Tricerat Services and refuse any and all current or future use of the Tricerat Technology or any portion thereof.

PASSWORDS AND YOUR OBLIGATIONS
As part of the registration process, you may be asked to select a unique user name and password in order to be able to access your account and to use the Tricerat Services. As a registered member, you are responsible for maintaining the confidentiality and security of your user name and password and shall be responsible for all uses of your user name and password, including any purchase facilitated through the use thereof, whether or not in fact authorized by you. If you have any reason to believe that there has been a breach of security regarding your user name or password, including without limitation, unauthorized use of your username or password, you must promptly notify Tricerat in writing and change your password on the Tricerat Website.

 

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time if, in our opinion, you have violated a provision herein.

TRICERAT PRIVACY POLICY

 

The Registration Data and certain other information about you are subject to our Privacy and Security Policy, as it may change from time to time. For more information, see our full privacy and security policy at www.tricerat.com, which is incorporated herein by reference.

ACCESS TO THE TRICERAT TECHNOLOGY

 

You are responsible for obtaining access and making all arrangements necessary for you to have access to the Tricerat Technology and for all equipment necessary to access the Tricerat Technology and you acknowledge that obtaining the foregoing may involve third-party fees (such as internet service provider or airtime charges). You are responsible for all charges associated with connecting you to the Tricerat Technology, including, without limitation, all telephone, equipment, airtime and internet service provider charges.  You are responsible for ensuring that all persons who access the Tricerat Website through your internet connection are aware of these Terms of Use.

LINKS TO OTHER SITES

 

Visitors to the Tricerat Website should be aware that when they are on the Tricerat Website, they could be directed to other web sites that are beyond our control. There are several links to other web sites from the Tricerat Website pages that take you outside our service. Tricerat has no control over these web sites and is not responsible or liable for the policies, actions or content of such web sites. These web sites are linked only for your convenience and you access them at your own risk. We encourage you to review the terms of service and privacy policies available at these other web sites.

RELIANCE on CONTENT

 

The information presented on or through the website is made available solely for general information purposes.  You acknowledge and agree that Tricerat is not responsible for pre-screening any data, information, images, video or other content (collectively, the “Content”) that is placed on the Tricerat Website by any party other than Tricerat, and you shall not rely on Tricerat to ensure that such Content is accurate, useful, complete, current, or in compliance with any rule, regulation or law. Tricerat disclaims all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Tricerat Website, or by anyone who may be informed of any of its contents.  Tricerat shall have the right but not the obligation to refuse or remove any Content that Tricerat in its sole discretion considers to be harmful, illegal, misleading, or offensive.

 

You acknowledge and agree that Tricerat may preserve any Content and may also disclose any Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims that any Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Tricerat, its users and the public.

 

TRICERAT TECHNOLOGY

 

Tricerat Website, Tricerat Services, its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
Use of TRICERAT TECHNOLOGY

 

These terms of use permit you to use the Tricerat Website and Tricerat Services for your immediate, personal, non-commercial use only.  During the term of this Agreement and subject to the terms and conditions set forth herein, Tricerat grants you a non-transferable, non-exclusive and non-sublicensable right and license to use Tricerat Technology provided at the Tricerat Website.

 

If you download one of our desktop, mobile, or other applications, you may download a single copy to your computer or mobile device, provided you agree to abide and be bound by our End User License Agreement for said application.

 

Except as otherwise set forth herein, you agree not to: (i) reverse engineer, decompile, reverse compile, modify, translate, adapt, or disassemble the Tricerat Technology, or any part thereof; (ii) copy the Tricerat Technology, or any part thereof, in any form, except as set forth in this Section or otherwise agreed to; (iii) use the Tricerat Technology in any fashion that may infringe any patent, copyright, trademark, trade secret or any other intellectual property or proprietary rights of Tricerat, its third party suppliers or any other third party; (iv) delete or alter any copyright, trademark, or other proprietary rights notices from this site or from copies of materials from this site.

 

You may not access or use for any commercial purposes any part of Tricerat Website or any services or materials available through the Tricerat Website, unless otherwise agreed too.  You agree not to access the Tricerat Technology by any means other than through the interface that is provided by Tricerat for use in accessing the Tricerat Technology. Any other use of the Tricerat Technology other than as expressly set forth herein without Tricerat prior written consent, which may be withheld in Tricerat’s sole and absolute discretion, is strictly prohibited and all implied licenses are disclaimed.

TRADEMARK

 

Tricerat’s name and logo, and all related product and service names, design marks and slogans are the trademarks, service marks or registered trademarks of Tricerat and may not be used or modified in any manner without the prior written consent of Tricerat.

 

COPYRIGHTS

 

If you have any right, title or interest in or to any information, including without limitation, data, images, video or any other information, or any intellectual property rights thereof (the “IP”), that is located on any portion of the Tricerat Website without your prior consent, please provide to Tricerat the following: (i) a description of such IP; (ii) details of where such IP is located on the Tricerat Website; (iii) your name, address, telephone number and email address; and (iv) a statement executed by you that the information provided regarding such IP is truthful and accurate, that you have right, title or interest in or to such IP, and that such IP is located on the Tricerat Website without your prior consent.

TERMINATION

 

You agree that Tricerat, at its sole discretion, may terminate your access to and use of the Tricerat Technology, at any time and for any reason whatsoever, including without limitation, for lack of use or if Tricerat believes that you have violated or acted inconsistently with the terms and conditions of this Agreement.  Tricerat may take the appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Tricerat Website.  Tricerat may from time to time modify or discontinue, temporarily or permanently, the Tricerat Technology (or any part thereof) with or without notice. You hereby agree that Tricerat is not be liable to you or to any third party for any modification, suspension or discontinuance of the Tricerat Technology.

 

LINKING AND SOCIAL MEDIA FEATURES

 

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part, without Tricerat’s written consent.

 

The Tricerat Website may provide certain social media features that enable you to (i) link from your own or certain third-party websites to certain content on the Tricerat Website; (ii) send emails or other communication with certain content, or links to certain content, on the Tricerat Website; and (iii) cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.

 

You may use these features solely as they are provided by us and solely with respect to the content they are displayed with.  You hereby agree to cooperate with us in causing any unauthorized framing or linking immediately to stop.  We may withdraw linking permission with or without notice at our sole discretion.  We may disable all or any social media features and any links at any time without notice and in our sole discretion.

REPRESENTATIONS

 

By using this website, warrant to Tricerat that: (i) you are at least 18 years old; (ii) in the event you are an entity, you have the full right, power and authority to enter into this Agreement on behalf of such entity; (iii) the performance by you of your obligations and duties hereunder, do not and will not violate any agreement to which you are a party or by which you are otherwise bound; (iv) your use of the Tricerat Technology complies in all respects with all applicable laws, statutes, regulations, ordinances and other rules; and (v) the Registration Data is truthful and accurate.

INDEMNITY

 

You agree to indemnify, defend and hold harmless Tricerat, its affiliates, licensors, and service providers, and its and their respective employees, directors, officers, agents, contractors, licensors, suppliers, successors, and assigns from any claims, demands, liabilities, damages, judgements, awards, losses, costs, expenses, or fees (including reasonable Attorney’s fees) arising out of or relating to these Terms of Use or your use of the Tricerat Technology including, but not limited to: (i) your breach of any representations, warranties or covenants set forth herein; (ii) your use of the Tricerat Website content, services, and products other than as expressly authorized in these Terms of Use; (iii) your use of any information obtained from the Website and (iv) your use of the Tricerat Technology.

DISCLAIMER OF WARRANTIES

 

We cannot guarantee that files made available for downloading from the internet or this website will be free of viruses or other destructive code.  You are responsible for implementing sufficient procedures to satisfy your requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means for reconstruction of lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGYICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

 

THE TRICERAT TECHNOLOGY IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY OR COMMON LAW, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

 

WITHOUT LIMITING THE FOREGOING, NEITHER TRICERAT NOR ANY PERSON ASSOCATED WITH TRICERAT MAKES ANY WARRANTY THAT (I) THE TRICERAT TECHNOLOGY WILL MEET YOUR REQUIREMENTS, (II) THE TRICERAT TECHNOLOGY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE TRICERAT TECHNOLOGY WILL BE ACCURATE OR RELIABLE, (IV) THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONETNS, (V) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE TRICERAT TECHNOLOGY WILL MEET YOUR EXPECTATIONS, AND (VI) ANY ERRORS IN THE TRICERAT TECHNOLOGY WILL BE CORRECTED.

 

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED BY YOU THROUGH THE USE OF THE TRICERAT TECHNOLOGY IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOADING OF ANY SUCH MATERIAL.

 

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

LIMITATION OF LIABILITY

 

IN NO EVENT WILL TRICERAT, OR ITS AFFILIATES, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSTIES.  YOU EXPRESSLY UNDERSTAND AND AGREE THAT TRICERAT SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE CONSEQUENTIAL OR EXEMPLARY DAMAGES INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF TRICERAT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TRICERAT’S CUMULATIVE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED ONE HUNDRED ($100.00 U.S.) DOLLARS.

Confidentiality of TRICERAT TECHNOLOGY

 

At all times during the term hereof and at all times thereafter, you shall keep confidential and not disclose, directly or indirectly, and shall not use for the benefit of yourself or any other individual or entity any Confidential Information of Tricerat. “Confidential Information” means any trade secrets or confidential or proprietary information whether in written, digital, oral or other form which is unique, confidential or proprietary to Tricerat, including, but not limited to, all parts of the Tricerat Technology and any other materials or information related to the business or activities of Tricerat which are not generally known to others engaged in similar businesses or activities.

GOVERNING LAW

 

THIS AGREEMENT AND THE RELATIONSHIP BETWEEN YOU AND TRICERAT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF MARYLAND OF THE UNITED STATES OF AMERICA, WITHOUT REGARD TO ITS CONFLICT OF LAW PROVISIONS AND WITHOUT APPLICATION OF THE MARYLAND UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AND INTERNATIONAL LAWS. YOU AND TRICERAT AGREE TO SUBMIT TO THE EXCLUSIVE JURISDICTION AND VENUE OF THE STATE AND/OR FEDERAL COURTS LOCATED WITHIN THE STATE OF MARYLAND.

ENTIRE AGREEMENT

 

This Agreement constitutes the entire agreement between you and Tricerat and governs your use of the Tricerat Technology, superseding any prior agreements between you and Tricerat, but this Agreement may be supplemented by any other agreement you enter into with Tricerat pursuant to your participation in other features of the Tricerat Website.

 

FORCE MAJEURE

 

Tricerat shall not be deemed to be in breach of the Agreement and thereby liable to you or any third party for any delays in the performance of its obligations hereunder caused by fire, explosion, act of God, strikes, war, riot, government regulation, bandwidth limitations, Internet connectivity, or act or any other cause beyond the reasonable control of Tricerat.

 

WAIVER AND SEVERABILITY

 

The failure of Tricerat to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement shall remain in full force and effect.

 

LIMITATION ON TIME TO FILE CLAIMS

 

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Tricerat Technology or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

 

INDEPENDENT CONTRACTOR

 

You acknowledge and agree that the parties hereto are independent contractors, and no agency, partnership, franchise, joint venture, employer-employee relationship is intended or created by this Agreement.

CONTACTING TRICERAT.

 

If you have any questions about this Agreement, the Privacy and Security Policy, or any question or problem regarding the Tricerat Services or Tricerat Technology, please contact us by sending an email to support@tricerat.com or by mail at 11500 Cronridge Drive, Suite 100 Owings Mills, MD 21117, USA.