This Product is offered and available only to users who are eighteen (18) years of age or older and are a lawful permanent resident of the United States, as defined by 8 U.S.C. 1101(a)(20), or who is a protected individual, as defined by 8 U.S.C. 1324b(a)(3). By using the Product, You represent and warrant that You are of legal age to form a binding contract with Tangram and meet all of the foregoing eligibility requirements. If You do not meet all of these requirements, You must not access or use the Product.
3. Product Access
The Product may contain technological measures designed to prevent unauthorized or illegal use. You acknowledge and agree that We may use these and other lawful measures to verifyYour compliance with the terms of this Agreement and enforce Our rights, including all intellectual property rights, in and to the Product. We will not be liable if for any reason all or any part of the Product is unavailable at any time or for any period. From time to time, We may restrict access to some parts of the Product, or the entire Product, to users, including registered users.
4. Account Creation and Security
You also acknowledge that Your account is personal to You and agree not to provide any other person with access to the Product or portions of it using Your user name, password, or other security information. You are solely responsible for all activities that occur under Your accounts. You agree to notify Us immediately of any unauthorized access to or use of Your user name or password or any other breach of security.
If You discover any security vulnerability on the Product, You must not disclose it publicly. Public disclosure of a security vulnerability puts all users of the Product at risk. You agree to take reasonable steps to notify Us if You discover a security vulnerability on the Product. Such reasonable steps include notifying Us at firstname.lastname@example.org.
5. Intellectual Property Rights
The Product and its entire contents, features and functionality(including but not limited to all information, software, text, displays, images, other file formats, and the design, selection and arrangement thereof),are owned by Tangram, 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.You acknowledge and agree that: (a) You do not have under or in connection with this Agreement any ownership interest in the Tangram Product orDocumentation, or in any related Intellectual Property Rights; (b) Tangram is the sole and exclusive owners of all right, title and interest in and to theTangram Product and Documentation, including all Intellectual Property Rights relating thereto, subject only to the rights of Third Parties in Open SourceComponents and the limited license granted to You under this Agreement; (c) You own all right, title, and interest in and to Your content, and (d) You hereby unconditionally and irrevocably assign to Tangram, Your entire right, title and interest in and to any Intellectual Property Rights that You may now or hereafter have in or relating to the Tangram Product or Documentation, whether held or acquired by operation of law, contract, assignment or otherwise.
You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on the Products, except as follows:
● Your computer may temporarily store copies of such materials in RAM incidental to Your accessing and viewing those materials.
● You may store files that are automatically cached by Your Web browser for display enhancement purposes.
● You may print or download one copy of a reasonable number of pages of the Product for Your own use and not for further reproduction, publication or distribution.
● If We provide desktop, mobile, or other applications for download, You may print or download a single copy to Your computer or mobile device solely for Your own use, provided You agree to be bound by Our end user license agreement for such applications.
You must not:
● Modify copies of any materials from the Product.
● Hold out any materials from the Product as Your own.
● Use any illustrations, photographs, video or audio sequences or any graphics separately from the accompanying text.
Tangram name, the terms “Tangram”, “Flex”, “Tangram Flex”,“Tangram Flex®”, “Tangram Maker™”, “TangramPro”, “Tangram Pro™”, the Tangram logo (depicted below, in this Section 5), and all related names, logos, products and service names, designs and slogans are trademarks of Tangram or its affiliates or licensors. You must not use such marks without the prior written permission of Tangram. All other names, logos, product and service names, designs and slogans on the Product are the trademarks of their respective owners.
7. Prohibited Uses
● In any way that violates any applicable federal, state, local, or international law or regulation
● For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
● To transmit, or procure the sending of, any advertising or promotional material without Our prior written consent, including any “junk mail”, “chain letter”, “spam”, or any other similar solicitation.
● To impersonate or attempt to impersonate Tangram, a Tangram employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
● To engage in any other conduct that restricts or inhibits anyone’s use of the Product, or which, as determined by Us in Our sole discretion, may harm Tangram or users of the Product or expose them to liability.
● To engage in any deceptive practices (including, without limitation, disseminating, offering any fraudulent goods or services).
● In any manner that could disable, overburden, damage, or impair the Product or interfere with any other party’s use of the Product, including their ability to engage in real time activities through the Product.
● Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
● To violate the security or integrity of any network, computer, communication system, software application, or network or computing device.
● Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Product, the server on which the Product is stored, or any server, computer or database connected to the Product.
● Attack the Product via a denial-of-service attack or a distributed denial-of-service attack.
● Otherwise attempt to interfere with the proper working of the Product.
Further, You agree not to:
● Use any automatic device, means, process, program, algorithm, or methodology (including, without limitation, any “robot”, “page-scrape”, “spider”, or artificial intelligence) to access, acquire, copy, or monitor the Product (or any portion of the Product) for any purpose.
● Use any manual process to monitor or copy any of the material on the Product or for any other unauthorized purpose without Our prior written consent.
● Use any device, software or routine that interferes with the proper working of the Product, whether intentionally or accidentally done.
● Modify, correct, adapt, translate, enhance, or otherwise prepare derivative works or improvements, whether or not patentable, of the Product.
● Reverse engineer, disassemble, decompile, decode, or adapt the Product, or otherwise attempt to derive or gain access to the source code of the Product or any part thereof.
● Rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Product, or any features or functionality of the Product, to any third party for any reason, including by making the Product available on a network that is not licensed or authorized.
● Remove, bypass, breach, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Product.
● Remove, delete, efface, alter, obscure, translate, combine, supplement, or otherwise change any trademarks, terms of the associate documentation, warranties, disclaimers, or intellectual property rights, proprietary rights or other symbols, notices, marks, or serial numbers on or relating to any copy of the Product.
● Use the Product in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.
● Use the Product for purposes of benchmarking or competitive analysis of the Product, developing, using or providing a competing software product or service, or any other purpose that is to Tangram’s detriment or commercial disadvantage, including building a product or service using similar ideas, features, functions, or graphics.
● Use any Open Source Components in any manner or for any purpose or application not expressly permitted by the controlling Open Source License.
8. User Contributions
The Product may contain message boards, comment sections, user profiles, support forums, feedback options, and other interactive features (collectively, “Support Services”) that allow users to post, submit, upload, transmit, publish, or display to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Contributions”) on or through the Product.
Unless otherwise agreed to by You and Us, any User Contribution You post to the Support Services will be considered non-confidential and non-proprietary. By providing any User Contribution on the Support Services, You grant Us and Our affiliates and service providers, and each of their and Our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for purposes of internal tracking, support, and product development.
You represent and warrant that:
• You own or control all rights in and to the User Contributions and have the right to grant the license granted above to Us and Our affiliates and service providers, and each of their and Our respective licensees, successors, and assigns.
You understand and acknowledge that You are responsible for any User Contributions You submit or contribute, and you, not Tangram, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by You or any other user of the Product.
9. Monitoring and Enforcement
We have the right, but not the obligation, to:
● Take appropriate legal action, including without limitation, referral to law enforcement or government authorities, for any illegal or unauthorized use of the Product.
11. Reliance on Information Posted
The information presented on or through the Product is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information or the research behind the information and statements contained on the Product. Any reliance You place on such information is strictly at Your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by You to the Product, or by anyone who may be informed of any of its contents.
The Product may include content provided by third parties, including materials provided by other users, and/or third-party licensors. Any or all information contained in these materials, and associated data and other content, other than the content provided by Tangram, are solely the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Tangram. We are not responsible, or liable to You or any third party, for the content or accuracy of any materials provided by any third parties.
12. Changes to the Product
We may update the content on the Product from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Product may be out of date at any given time, and We are under no obligation to update such material.
13. Information About You and Your Use to the Product
14. Other Terms and Conditions
15. Links from the Site
If the Product contain links to other sites and resources provided by third parties, these links are provided for Your convenience only. If You decide to access any of the third party sites linked to the Product, such as third party sites which are for Support Services, You do so entirely at Your own risk and subject to the terms and conditions of use for such sites.
16. Disclaimer of Warranties
You understand that We cannot and do not guarantee or warrant that files available for downloading from the internet or the Product will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy Your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to Our Product for any reconstruction of any lost data.
THE PRODUCT AND ALL ASSOCIATED DOCUMENTATION AND OTHER PRODUCTS, INFORMATION,MATERIALS, AND SERVICES PROVIDED BY TANGRAM ARE PROVIDED “AS IS.” TANGRAM SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, TANGRAM MAKES NO WARRANTY OF ANY KIND THAT THE PRODUCT OR ITS ASSOCIATED DOCUMENTATION, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET YOUR OR ANY OTHER PERSONS’ REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEMS, OR OTHER SERVICES, OR BE ACCURATE, COMPLETE OR ERROR FREE. ALL OPEN SOURCE COMPONENTS AND OTHER THIRD-PARTY MATERIALS ARE PROVIDED “AS IS” AND ANY REPRESENTATION OR WARRANTY OF OR CONCERNING ANY OF THEM IS STRICTLY BETWEEN YOU AND THE THIRD-PARTY OWNER OR DISTRIBUTOR OF SUCH OPEN SOURCE COMPONENTS AND THIRD-PARTY MATERIALS. TANGRAM IS NOT RESPONSIBLE OR LIABLE FOR THE DELETION OF OR FAILURE TO STORE ANY CONTENT AND OTHER COMMUNICATIONS MAINTAINED OR TRANSMITTED THROUGH USE OF THE PRODUCT. YOU ARE SOLELY RESPONSIBLE FOR SECURING AND BACKING UP APPLICATION AND USER DATA, EXCEPT WHERE BACKUP OR SECURITY CONTROLS ARE EXPRESSLY PROVIDED AS FEATURES OF THE PRODUCT.
WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUETO YOUR USE OF THE PRODUCT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PRODUCT OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SITE LINKED TOTHE PRODUCT.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
17. Limitation on Liability
IN NO EVENT WILL TANGRAM, ITS AFFILIATES OR THEIR LICENSORS, 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 PRODUCT, ANY SITES LINKED TO THE PRODUCT, ANY CONTENT ONTHE PRODUCT OR SUCH OTHER SITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PRODUCT OR SUCH OTHER SITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL,CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE,EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
19. Export Regulation
The Product may be subject to US export control laws, including the US Export Administration Act, the U.S. Export Administration Regulations (EAR), the U.S. International Traffic in Arms Regulations (ITAR), the U.S. Foreign Trade Regulations (FTR), and their associated regulations. You shall not, directly or indirectly, export, re-export, or release the Product to, or make the Product accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the US. You acknowledge that remote access to Product may, in certain circumstances, be considered a re-export of such Product, and accordingly, may not be granted in contravention of U.S. export control laws and regulations.
20. Governing Law and Jurisdiction
22. Limitation on Time to File Claims
Both parties acknowledge that, in the course of performing thisAgreement, they may obtain information relating to products (such as goods, services, and software) of the other party, or relating to the parties themselves, which is of a confidential and proprietary nature ("Confidential Information"). Confidential Information includes materials and all communications concerning Tangram’s business, including but not limited to employee lists, product strategies, information security policies and procedures (and reports relating thereto), development activities, design and coding, and anything provided by Tangram including, without limitation, computer programs, technical drawings, algorithms, know-how, formulas, processes, ideas, inventions (whether patentable or not), schematics and other technical plans and other information which by its nature can be reasonably expected to be proprietary and confidential, whether it is presented in oral, printed, written, graphic or photographic or other tangible form(including information received, stored or transmitted electronically) even though specific designation as Confidential Information has not been made.Confidential Information also includes any notes, summaries, analyses of the foregoing that are prepared by the receiving party.
The parties shall at all times, both during the term of thisAgreement and thereafter keep in trust and confidence all ConfidentialInformation of the other party using commercially reasonable care (but in no event less than the same degree of care that the receiving party uses to protect its own Confidential Information) and shall not use such ConfidentialInformation other than as necessary to carry out its duties under thisAgreement, nor shall either party disclose any such Confidential Information to third parties without the other party's prior written consent.
The obligations of confidentiality shall not apply to information which (i) has entered the public domain or is otherwise publicly available;(ii) prior to disclosure hereunder was already in the receiving party's possession without restriction as evidenced by appropriate documentation; (iii) subsequent to disclosure hereunder is obtained by the receiving party on anon-confidential basis from a third party who has the right to disclose such information; or (iv) was developed by the receiving party without any use of any of the Confidential Information as evidenced by appropriate documentation.
Notwithstanding anything to the contrary herein, each party may disclose the other party's Confidential Information in order to comply with applicable law and/or an order from a court or other governmental body of competent jurisdiction, and, in connection with compliance with such an order only, if such party: (i) unless prohibited by law, gives the other party prior written notice to such disclosure if the time between that order and such disclosure reasonably permits or, if time does not permit, gives the other party written notice of such disclosure promptly after complying with that order and (ii) fully cooperates with the other party, at the other party's cost and expense, in seeking a protective order, or confidential treatment, or taking other measures to oppose or limit such disclosure. Each party must not release any more of the other party's Confidential Information than is, in the opinion of its counsel, reasonably necessary to comply with an applicable order.
24. Waiver and Severability
25. Entire Agreement
26. Your Comments and Concerns
The Product is owned and operated by Tangram Flex, Inc., 607 E 3rd Street, Suite 500, Dayton, OH 45402.
All other feedback, comments, requests for technical support and other communications relating to the Product should be directed to: email@example.com. You acknowledge that feedback on the Product and Your experiences are fundamental to Our ability to deliver top-quality software products. Accordingly, You hereby assign to Us all right, title, and interest in, and We are free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the feedback, for any purpose whatsoever, although We are not required to use any feedback.
Upon termination of Your access to the Product, all rights granted to You hereunder also will terminate and You must cease all use of the Product and delete all copies of the Product from Your device and account.
Without limiting the foregoing, We have the right to fully cooperate with any law enforcement or government authorities or court order requesting or directing Us to disclose the identity or other information of anyone posting any materials on or through the Product. YOU WAIVE AND HOLD HARMLESS TANGRAM AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER TANGRAM OR LAW ENFORCEMENT OR GOVERNMENT AUTHORITIES.
We assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
10. Content Standards.
These content standards apply to any and all User Contributions and use of Support Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:
• Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
• Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
• Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
• Be likely to deceive any person.
• Promote any illegal activity, or advocate, promote, or assist any unlawful act.
• Impersonate any person, or misrepresent Your identity or affiliation with any person or organization.