End user license agreement
This End User License Agreement ("EULA") between NRT Technology Corp., (“NRT”) and the end user ("you", "your" or "End User/s") and your use of NRT’s services branded as the EPView Kiosk Monitoring™ (the “Service”) available through https://epview.com.
“De-identified” means data that has been processed to remove, hide, encrypt, anonymize or aggregate personally identifying information such that a reader of such data cannot, using reasonable efforts, link such information back to you.
“End User Data” means data entered or uploaded by you to use the Service.
“NRT Data” means, except for De-identified End User Data, all information provided on the Website and the Service, including, but not limited to, data, analyses, measurements, reports, trends, and metrics, generated from, derived from, based on or related to End User Data.
2. END USER RESPONSIBILITIES
NRT shall supply you with access to the Service by supplying you with a confidential username and password (“Login Credentials”). You are responsible for keeping your Login Credentials confidential and not sharing them with third parties. You are deemed to have accessed or used the Service if such use or access was through the use of your Login Credentials. You hereby acknowledge and agree that your access to the Website and/or use of the Service is done so at your own risk. For clarity, if you fail to maintain the confidentiality of your Login Credentials and as a result someone other than you accesses the Website and/or uses the Service to impact your operations, including viewing, altering or deleting your End User Data, such impact to your operations is solely your responsibility.
You are responsible for ensuring that the appropriate URL is configured on your kiosk/s as well as in your computer system in order to access the Website and/or use the Service. All costs and expenses associated with any software updates or hardware maintenance to your kiosks and/or your computer systems associated with the foregoing in this paragraph is your responsibility.
3. RESERVATION OF RIGHTS.
You acknowledge and agree that the Service is provided under license, and not sold, to you. You do not acquire any ownership interest in the Service under this EULA or any other rights thereto other than to use the Service in accordance with the license granted, and subject to all terms, conditions and restrictions, under this EULA. NRT reserves and shall retain the entire right, title and interest in and to the Service and Website. All rights not specifically granted in this EULA are reserved by NRT. NRT shall own all rights in any functionality, features, modification or customization of the Service.
4. COLLECTION AND USE OF YOUR INFORMATION.
5. WEBSITE AND SERVICE: PURPOSE AND USE
All ownership rights in and to the Website and the Service shall remain exclusively with NRT or its licensors. Access to the Website and your use of the Service is provided by NRT so as to only allow you to view, access and obtain certain information about the functionality of your kiosks acquired from and authorized by NRT be linked to the Service in accordance with the terms herein, and no implied license or right not expressly set forth in this EULA is granted to you.
6. OWNERSHIP AND USE OF DATA.
(b) NRT Data: All NRT Data is the sole property of NRT. NRT has the right to use, collect, store, create, aggregate, mine, analyze, modify, commercialize, assign, convey, sell, lease, license or transfer NRT Data in any form, for any purpose and in any manner. Any NRT Data provided to you shall be subject to limitations and restrictions set forth herein.
NRT may from time to time in NRT’s sole discretion develop and implement updates to the Website and the Service without notice to you, which may include upgrades, bug fixes, patches and other error corrections and/or new features (collectively, including related documentation, if any, “Updates”). Updates may also modify or delete in their entirety certain features and functionality of the Website and/or Service. You agree that NRT has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality, including the provisions of the Website and the Service.
8. TERM AND TERMINATION.
(c) Upon termination of this EULA and without further notice:
(i) all rights granted to you under this EULA will also terminate;
(ii) you must cease all use of the Service;
(iii) your access to the Website and your Service account, including your Login Credentials will be terminated; and
(iv) your End User Data which has not been De-identified will be terminated.
(d) Termination will not limit any of NRT's rights or remedies at law or in equity arising hereunder.
9. DISCLAIMER OF WARRANTIES.
(a) THE SERVICE IS PROVIDED TO YOU "AS IS, AS AVAILABLE" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, NRT, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE SERVICE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, NRT PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SERVICE OR THE WEBSITE WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, COMPUTER SYSTEMS OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR FREE OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
(b) WITHOUT LIMITING THE FOREGOING, NRT MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING: (I) AS TO THE OPERATION OR AVAILABILITY OF THE SERVICE, OR THE INFORMATION, CONTENT, THE WEBSITE, AND MATERIALS OR PRODUCTS INCLUDED THEREIN; (II) AS TO THE ACCURACY, RELIABILITY, OR CURRENCY OF ANY INFORMATION OR CONTENT PROVIDED THROUGH THE WEBSITE AND SERVICE; OR (III) THAT THE SERVICE, THE WEBSITE, ITS SERVERS, THE CONTENT, OR E-MAILS SENT FROM OR ON BEHALF OF NRT ARE FREE OF VIRUSES, SCRIPTS, TROJAN HORSES, WORMS, MALWARE, TIMEBOMBS OR OTHER HARMFUL COMPONENTS.
(c) SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF AN END USER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
(d) You agree that NRT assumes no responsibility for any content you submit, create or make available through the Service.
(e) NRT is not liable for the acts or omissions of its contractors, vendors and service providers.
10. LIMITATION OF LIABILITY.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NRT OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE WEBSITEOR THE SERVICE WHICH RESULTS IN:
(a) PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OR CORRUPTION DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES;
(b) DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE GREATER OF (i) THE AMOUNT ACTUALLY PAID BY YOU FOR THE SERVICE AND (ii) ONE HUNDRED DOLLARS (USD). THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR NRT WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
NRT DOES NOT GUARANTEE THE CONTINUOUS, UNINTERRUPTED, ERROR FREE OR SECURE ACCESS TO THE WEBSITE, THE SERVICE, OR ANY RELATED SERVICES. THE OPERATION OF THE SERVICE MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE THE CONTROL OF NRT.
UNDER NO CIRCUMSTANCES SHALL NRT BE LIABLE FOR ANY DAMAGES THAT RESULT FROM THE USE OF OR INABILITY TO USE THE SERVICE, INCLUDING BUT NOT LIMITED TO RELIANCE BY YOU ON ANY INFORMATION OBTAINED FROM THE WEBSITE, INCLUDING THE SERVICE OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO NRT RECORDS, PROGRAMS, OR SERVICES. YOU HEREBY ACKNOWLEDGE AND AGREE THAT THIS PARAGRAPH SHALL APPLY TO ALL CONTENT, DATA, AND INFORMATION SUBMITTED THROUGH THE WEBSITE BY YOU OR YOUR DESIGNEE’S TO THE SERVICE AVAILABLE THROUGH THE WEBSITE.
You agree to indemnify, defend and hold harmless NRT and its officers, directors, employees, agents, affiliates, service providers, successors and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees, arising from or relating to your (including your employees’ or agent’s) use or misuse of the Service or your breach of this EULA.
12. GOVERNING LAW.
This EULA is governed by and construed in accordance with the laws of the province of Ontario without giving effect to any choice or conflict of law provision or rule. Any legal suit, action or proceeding arising out of or related, your access to the Website, use of the Service or this EULA, will be brought in a court of competent jurisdiction in the City of Toronto in the Province of Ontario, Canada. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
13. LIMITATION OF TIME TO FILE CLAIMS.
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS EULA, WEBSITE OR THE SERVICE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ARISES OR ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
14. ENTIRE AGREEMENT.
This EULA constitutes the entire agreement between you and NRT with respect to the Website and Service and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect thereto. No failure of NRT to exercise, and no delay in exercising any rights hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this EULA and any other agreement between the parties hereto, the terms of this EULA shall govern. If any provision of this EULA is illegal or unenforceable under applicable law, the remainder of that provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this EULA will continue in full force and effect.
15. INTELLECTUAL DISCLOSURE.
The Website and its original content, images, features and functionality are owned by NRT and are protected by international copyright, trademark, patent, trade secret and/or other intellectual property or proprietary rights laws.
©NRT Technology Corp.™ All rights reserved, 2016