End User License Agreement
1. SECUREMYFIRM PROTECTION
A. PROTECTING YOU AND YOUR INFORMATION. We appreciate your selection of Active Online Inc., dba SecureMyFirm Inc., as a provider of valuable technology products and services. Protecting you and your information and data are extremely important to us. This agreement states both your and our obligations as the customer and the provider of the products and services you have purchased.
Protecting your digital data and information with security technology is vitally important. Our software and services are designed to ensure that your files are protected continuously. It is your responsibility to maintain a current, updated e-mail address with us and monitor messages sent to that address so that our software or we may alert you regarding your services and products.
B. YOUR DUTIES. You have a key role in protecting your information and technology. You need to take care that new and changed computers are protected by our products and services. We cannot protect what we do not know about.
i. For backup services customers, new folders and files will be automatically included if they are created within folders already selected for backup. But you need to use our easy selection screen to select any new folders or files created outside of folders already selected for backup.
ii. Our manuals and help are designed to guide you in installing and using our products and services. It is your responsibility to ensure that the products are installed and working properly. For backup customers, you need to ensure that you have selected all of your important folders and files and it is your obligation to periodically test your backups by restoring some files to confirm that your backups are working properly.
iii. It is your responsibility to safeguard your passwords. For backup customers, if a password is forgotten your backups may be entirely inaccessible and it may be necessary to back up all your files again and the history of previously deleted files and previous file changes may be lost. Please take care to write down your passwords and store them securely both onsite and offsite.
iv. Keeping your software, web browsers, operating systems, firewalls, and online services up-to-date is essential to protect you against data breaches and criminal exploits. It is your responsibility to ensure that your technologies are updated before dates of their End of Life as published by the respective manufacturers. Our services might protect against risks caused by out-of-date technologies, but it is your responsibility under this agreement to keep your technologies up-to-date.
v. Our cybersecurity services are designed to deliver very low rates of false positives and minimal disruption of your operations. In protecting you from cyberthreats, our cybersecurity technology may block or flag a benign application, webpage or service. It is your responsibility to inform us using our communication systems according to our documentation to allow us to respond to and act on your report of any false positive or potential malfunction of our products and services.
vi. For backup customers, all of the files you have selected for backup are protected from disclosure in the data centers by ultra-strong encryption at all times during transfer to and from storage and, if you have selected the storage encryption option, during storage on the secure servers.
vii. For backup customers our system works reliably and requires little effort on your part, it is still important to spot check your backups by periodically restoring some files to confirm that you can do so if you need to and also to confirm that the backup system is working properly.
C. TECHNICAL SUPPORT. We carefully select companies that provide enterprise-class software, services and data centers that power our services. We provide customer service, documentation and limited technical support to you. Our technical support may be limited to responding at our option via email or phone call and to providing information about how to install, reinstall, operate, uninstall and understand our software and services. We are not responsible for providing in-person service and are not responsible for providing technical support via remote control though we may offer to do so. If you (i) experience a data loss or cybersecurity incident or other event and (ii) request assistance beyond receiving information on how to install, reinstall, operate, uninstall and understand our software and services, then we may at our option recommend that you contact an independent expert or we may offer such assistance under an independent, paid project contract.
D. INCIDENT RESPONSE AND RECOVERY. The responsibilities for responding to and recovering from any incident fall on you and any independent computer technicians you choose to hire while we stand ready to assist you by providing technical information about our products and services.
E. CYBERATTACKS. It is important that you and your people are periodically and independently educated about safe technology and anti-crime precautions and comply with standard safety practices. For cybersecurity product customers, we provide high-quality cybersecurity protection services using cloud technology that is continually updated to identify and block cyberthreats, malware, ransomware, theft of files and evolving new threats; however, no product or service is 100% effective. Cybercriminals could bypass our protections, if only briefly as our systems adapt. We cannot be responsible for nor guarantee against all manner of cyberattacks.
F. PERFORMANCE. Our backup software and services work silently and automatically, typically placing no noticeable burden on your computers or internet connection except during the first full backup and during the backup of a large volume of new data.
G. REDUNDANT PROTECTION. Our software and services are not intended to be your sole means of protection. While our software and services are designed to be extremely reliable and are thoroughly tested, you should always use two or more independent and compatible backup systems and cybersecurity systems to protect your valuable digital data and information. The protection of your files and information is our top priority, but we are not responsible for lost files and consequences as described more fully below.
H. ACCEPTANCE AND USE
You accept this end user license agreement if you:
Download, install, activate, or use Active Online Products we provide or permit us to download, install or activate Active Online Products for you.
This End User License Agreement ("Agreement") is a legal agreement between you, the customer, and Active Online Inc., a Minnesota company ("Active Online"), dba SecureMyFirm, regarding the purchase, use, and installation of Active Online products and services and/or Data Hosting Services (hereinafter collectively the "Active Online Products"). In this Agreement, "you" and "your" refer to you, the customer, and your agents, and "we", "us" and "our" refer collectively to Active Online.
ACTIVE ONLINE IS WILLING TO ALLOW THE SALE AND USE OF THE ACTIVE ONLINE PRODUCTS TO YOU ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS LICENSE AGREEMENT. BY ACCEPTING THIS AGREEMENT, YOU ARE BINDING YOURSELF TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, THEN ACTIVE ONLINE IS UNWILLING TO ALLOW THE SALE AND USE OF THE ACTIVE ONLINE PRODUCTS TO YOU AND YOU MUST (A) NOT DOWNLOAD, INSTALL, ACTIVATE, OR USE THE ACTIVE ONLINE PRODUCTS, AND (B) YOU MAY RETURN THE SOFTWARE FOR A FULL REFUND OF ITS PURCHASE PRICE. YOUR RIGHT TO RETURN AND A REFUND FOR THE ACTIVE ONLINE PRODUCTS EXPIRES 30 DAYS AFTER ITS PURCHASE, AND APPLIES ONLY IF YOU ARE THE ORIGINAL END USER PURCHASER.
ANY PURCHASE OR USE OF ANY ACTIVE ONLINE PRODUCTS WITHOUT AGREEING TO THE TERMS OF THIS AGREEMENT IS STRICTLY PROHIBITED.
Active Online makes no representations that the Active Online Products are appropriate for use in locations outside of the United States. If you use the Active Online Products in or from other locations you are responsible for compliance with applicable laws.
2. DESCRIPTION OF ACTIVE ONLINE PRODUCTS
Throughout this Agreement, the following descriptions shall apply. More detailed information regarding these Active Online Products can be found at https://www.securemyfirm.com .
"Active Online Products" include Data Hosting Services, and other products, software and services offered by Active Online, including those offered under the SecureMyFirm and SecureMyFirm Inc. names.
"Data Hosting Services" are the storage and encrypted transfer of ultra-securely encrypted electronic files, folders and their metadata including version, date and size information, and the customer’s contact information, and data specifying the configuration options for the customer’s Active Online Products, all of which are transferred between your computers and secure servers that are guarded, protected, managed and maintained by Active Online or its contractors.
3. GRANT OF LICENSE
Unless otherwise noted in this Agreement, and to the full extent allowed under any applicable laws, all terms and conditions of this Agreement apply to purchases and use of any and all Active Online Products, whether software or Data Hosting Services or otherwise.
A. Conditioned upon compliance with the terms and conditions of this Agreement including the purchase of Active Online Products, Active Online grants to you a nonexclusive and nontransferable license to use those Active Online Products that you have purchased and their related Documentation.
B. "Documentation" as used in this Agreement means written information (whether contained in user or technical manuals, training materials, specifications or otherwise) specifically pertaining to the Active Online Products and made available by Active Online with the Active Online Products in any manner including on downloads or on-line.
C. TITLE AND LIMITATIONS. This is a license, not a transfer of title, to the Active Online Products and Documentation. Active Online retains ownership of all copies of the Active Online Products and Documentation and of any materials and intellectual property created for or during the term of this agreement.
To the best of our knowledge the intellectual property and materials created by Active Online are either original or used with permission and they do not infringe on the intellectual property rights others.
You are granted no implied licenses to any other intellectual property rights other than as specifically granted herein. You acknowledge that the Active Online Products and Documentation contain trade secrets of Active Online, its suppliers, or licensors, including but not limited to, the specific internal design and structure of individual programs and associated interface information. Accordingly, except as otherwise expressly provided under this Agreement, you shall have no rights, and you specifically agree not to:
i. Transfer, assign or sublicense its license rights to another person or entity and you acknowledge that any attempted transfer, assignment, sublicense or use shall be void;
ii. Make error corrections to, or otherwise modify or adapt, the Active Online Products or to create derivative works based upon the Active Online Products, or permit third parties to do the same;
iii. Reverse engineer or decompile, decrypt, disassemble or otherwise reduce the Active Online Products to human-readable form, except to the extent otherwise expressly permitted under applicable law notwithstanding this restriction;
iii. Use or permit the Active Online Products to be used to perform services for third parties, whether on a service bureau or time sharing basis or otherwise, without the express written authorization of Active Online;
iv. Disclose, provide, or otherwise make available trade secrets contained within the Active Online Products and Documentation in any form, to any third party without the prior written consent of Active Online. You shall implement reasonable security measures to protect such trade secrets; or
v. Use the Active Online Products to develop any software application intended for resale which employs the Active Online Products.
D. SOFTWARE, UPGRADES, AND ADDITIONAL COPIES. For purposes of this Agreement, "Software" shall include (and the terms and conditions of this Agreement shall apply to) the Active Online Products and any upgrades, updates, bug fixes or modified versions thereto (collectively, "Upgrades") or backup copies of the Active Online Products licensed or provided to you by Active Online. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT: (1) YOU HAVE NO LICENSE OR RIGHT TO USE ANY ADDITIONAL COPIES OR UPGRADES UNLESS YOU, AT THE TIME OF ACQUIRING SUCH COPY OR UPGRADE, ALREADY HOLD A VALID LICENSE TO THE ORIGINAL SOFTWARE AND HAVE PAID THE APPLICABLE FEE FOR THE UPGRADE OR ADDITIONAL COPIES; AND (2) THE MAKING AND USE OF ADDITIONAL COPIES IS LIMITED TO NECESSARY BACKUP PURPOSES ONLY.
4. ACCESS TO ACTIVE ONLINE PRODUCTS
In order to use Active Online Products, you must provide all equipment and software necessary to use Active Online Products that are not a part of the Active Online Products, including, but not limited to, a computer that is in working order running an operating system compatible with the Active Online Products and that is suitable for use in connection with the Active Online Products. You are responsible for ensuring that your equipment and/or software do not disturb or interfere with Active Online’s operations or the operations of other users of Active Online Products. If any upgrade or modification to Active Online Products requires changes in your equipment or software, you must effect these changes at your own expense. Unless explicitly stated otherwise, any new or additional features that augment or enhance Active Online Products, including the release of new products and services, shall be subject to the terms and conditions of this Agreement.
5. INVOICING AND PAYMENT
A. PRICING INFORMATION. Pricing information for Active Online Products is provided at https://www.securemyfirm.com
B. INVOICING AND PAYMENT TERMS FOR ACTIVE ONLINE PRODUCTS. Your initial purchase of service prepays for 30 days of service and schedules recurring monthly charges. Payment amounts are based upon your usage of the Data Hosting Service during the previous 30 days and on the published pricing for Active Online Products. You will be invoiced and required to pre-pay for the following 30 days based upon your actual usage during the previous 30 days. Actual usage is measured by the total size of the files protected at the time of billing or the total space used on the cloud servers, whichever is greater. Pre-paid amounts are not refundable except where explicitly stated in this Agreement. Payment of all invoices issued by Active Online to you are due thirty (30) days from the date of the invoice. BY ACCEPTING THIS AGREEMENT AND USING ACTIVE ONLINE PRODUCTS, YOU EXPRESSLY AUTHORIZE ACTIVE ONLINE TO BILL AND COLLECT PAYMENT FROM YOU BY ANY PAYMENT METHOD YOU REGISTER WITH ACTIVE ONLINE INCLUDING, BUT NOT LIMITED TO, YOUR CREDIT CARD, BANK ACCOUNT, OR ONLINE PAYMENT SYSTEM SUCH AS PAYPAL. Any amount not paid when due will accrue a finance charge at the rate of one and one-half percent (1.5%) per month or the highest rate permitted by law, whichever is less, until fully paid.
C. FAILURE TO PAY ON TIME. In addition to the above finance charge, in the event that you fail to pay any Active Online invoice when due, Active Online may, but ordinarily would not, immediately and without notice terminate all your rights to continue using the Active Online Products. Ordinarily we will take steps to notify you and give you an opportunity to pay up to 15 days late without losing service or incurring any interest. If your payment becomes more than 30 days overdue, Active Online reserves the right to delete any and all data you have stored with Active Online through the Data Hosting Service.
5. DATA STORAGE AND CUSTOMER INFORMATION COLLECTED
A. DATA STORAGE. For backup customers, the data you select to backup is backed up using Active Online’s Active Online Products. In addition, you may purchase an option to maintain additional onsite backups. ONLY THOSE FILES YOU SELECT FOR BACKUP WILL BE STORED. Some files and folders are automatically excluded from backups by filters. See the Backup Information page on the Active Online Backup website for a list of excluded files and folders.
B. DATA SECURITY. Our software uses encryption to secure access to your data. Your password is required for decrypting stored data. Active Online may store your password. IF YOU LOSE YOUR PASSWORD, YOUR ENCRYPTED DATA MAY NOT BE RECOVERABLE.
C. STORAGE AND USE OF EMAIL AND PASSWORD. In addition to the storage and use of your account password, your email address and method of payment may be stored by Active Online. YOU ARE SOLELY RESPONSIBLE FOR SUPPLYING AND MAINTAINING ANY INTERNET CONNECTIONS FOR YOUR EQUIPMENT AND SUPPLYING AND MAINTAINING A CORRECT EMAIL ADDRESS WITH ACTIVE ONLINE. Instructions for updating your password and e-mail address are included in the User Guide.
D. METHOD OF PAYMENT INFORMATION. If you purchased Active Online Products from Active Online, we will collect and store your method of payment for the Active Online Products you have purchased. We have no direct access to your credit card number nor do we store it on our servers. Your credit card information or other payment information is processed and retained by our strategic partner, a leading nationwide ecommerce company.
E. EMAIL ADDRESS INFORMATION. Your email address in combination with your password allows Active Online to verify your identity. Active Online may offer services such as allowing you to use your email address in combination with your password to remotely delete your data from a computer on which Software is installed, or Active Online may allow you to put up a "lost/stolen" sign that will appear on that computer when it is booted. All such new functionality will be announced to you by sending messages to your registered email. AS STATED IN THIS AGREEMENT, ACTIVE ONLINE EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY LOST, STOLEN, OR DELETED DATA, INCLUDING ANY DATA DELETED REMOTELY AS DESCRIBED IN THIS SECTION.
F. INFORMATION COLLECTED VIA THE INTERNET. Software may automatically use the Internet to search for updates, such as, but not limited to, bug fixes and security updates, for Software. Such updates may install automatically. Active Online Products may also contact Active Online to verify the status of any license and right to use the Active Online Products. Computers with installed Software may also be tracked by Active Online (such as via Internet Protocol address) to locate where on the Internet that computer is located so that you and others you invite to backup data can locate your computer. Where applicable, Active Online Products may use the Internet to transfer your data to your designated data storage facilities.
G. ACTIVE ONLINE PRODUCTS LICENSE KEY. Active Online Products may require activation via a license key. Active Online Products requiring activation by a license key will require an Internet connection to complete activation. Activation via a license key will cause the computer installed with Active Online Products to transmit the license key to Active Online via the Internet for activation of the Active Online Products.
You agree that Active Online may, at its sole discretion, may access our software on your computer, and/or cause Software to contact Active Online, in order to provide additional or modified functionality, updates, enhancements, security updates and patches, and upgrades to Active Online Products or to remove or terminate the functionality of any Active Online Products in accordance with the provisions of this Agreement (collectively "Modifications"). All Modifications will be related to the Active Online Products and will not include additional software from third parties.
7. UNINSTALLING ACTIVE ONLINE PRODUCTS
You may uninstall Software by using any uninstall utility that accompanies the installed Software or through the uninstall mechanism provided by your compatible operating system. UNINSTALLING THE SOFTWARE WILL CAUSE IT TO CEASE TO FUNCTIONING. UNINSTALLING SOFTWARE WILL PREVENT YOU FROM BEING ABLE TO ACCESS ANY ENCRYPTED DATA THAT WAS STORED USING THE SOFTWARE. Active Online does not warrant that any and all portions of the Software will be removed by any uninstall utility or the uninstall mechanism of your operating system. Active Online does not warrant that all of your computer’s software content, including but not limited to the operating system, will regress to a state of operation, including but not limited to settings and options, that are identical to those that existed prior to the installation of Software. You remain bound by the terms of this Agreement, including but not limited to its disclaimer of warranties, limitation of liability, exclusive remedy, intellectual property, and ownership clauses even after you uninstall the Software.
8. PROPRIETARY NOTICES
You agree to maintain and reproduce all copyright, trademarks and other proprietary notices on all copies, in any form, of the Software and the Active Online Products in the same form and manner that such copyright and other proprietary notices are included on the Software and the Active Online Products. Except as expressly authorized in this Agreement, you shall not make any copies or duplicates of any Software and Active Online Products without the prior written permission of Active Online.
This Agreement shall be effective as of your acceptance of this Agreement and shall continue in effect until terminated by either party. Either party may, at its election and in its sole discretion, terminate this Agreement at will, except as otherwise set forth in this Agreement. Active Online specifically reserves the right to terminate this Agreement and your use of Active Online products immediately, without notice from Active Online, if you fail to comply with any provision of this Agreement, if you use any Active Online Product in a way not intended by Active Online, or if you abuse your use of Active Online Products. Active Online is further entitled to obtain injunctive relief if your use of the Active Online Products is in violation of any license restrictions. Upon termination, you shall destroy all copies of the Software and Documentation in your possession or control.
ACCORDING TO THIS SECTION OR OTHER SECTIONS OF THIS AGREEMENT, ACTIVE ONLINE MAY TERMINATE YOUR ABILITY TO CONTINUE TO USE ACTIVE ONLINE PRODUCTS. THE TERMINATION OF YOUR ABILITY TO CONTINUE TO USE ACTIVE ONLINE PRODUCTS WILL CAUSE THOSE ACTIVE ONLINE PRODUCTS TO CEASE FUNCTIONING AND PREVENT YOU FROM BEING ABLE TO ACCESS ANY ENCRYPTED DATA THAT WAS STORED USING THE SOFTWARE.
The termination of this Agreement for any reason shall not affect: a) the obligations of the parties to account for and pay to one another any amounts for which they are obligated by virtue of transactions or events which occurred prior to the effective date of termination; or b) any other obligation or liability which either party has to the other under this Agreement and which, by its nature, would reasonably be expected to survive termination such as, but not limited to, sections entitled: GRANT OF LICENSE; TITLE AND LIMITATIONS; PROPRIETARY NOTICES; LIMITED WARRANTY; LIMITATION OF REMEDIES; LIMITATION OF ACTIVE ONLINE LIABILITY; INDEMNITY BY YOU; U.S. GOVERNMENTAL END USER PURCHASES; YOUR OBLIGATIONS; and GENERAL PROVISIONS.
10. ALLOCATION OF RISK
You acknowledge and agree that Active Online has set its prices and entered into this Agreement and sales of Active Online Products in reliance upon the disclaimers of warranty and the limitations of liability set forth herein, that the same reflect an allocation of risk between the parties (including the risk that a contract remedy may fail of its essential purpose and cause consequential loss), and that the same form an essential basis of the bargain between the parties.
You agree to indemnify, defend, and hold harmless Active Online Inc., its officers, directors, employees, agents, licensors and suppliers (collectively the "Service Providers") from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these terms and conditions or any activity related to your account (including negligent or wrongful conduct) by you or by your employees or by parties contracted with you.
12. LIMITED WARRANTY
Active Online warrants that, for a period of ninety (90) days from the date of the first purchase of an Active Online Product that such version, in the form delivered by Active Online, will substantially conform to and perform substantially in accordance with Active Online’s published documentation, to the extent such exists, with respect thereto when installed and operated in accordance with Active Online specifications, and Active Online will endeavor to correct any failure of the Active Online Products to so conform or perform of which Active Online receives written notice from you within said ninety (90) day period.
EXCEPT AS EXPRESSLY PROVIDED HEREIN, ACTIVE ONLINE PRODUCTS FURNISHED BY ACTIVE ONLINE AND ACCEPTED BY YOU ARE PROVIDED "AS IS" AND WITHOUT ANY WARRANTY WHATSOEVER. ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, ARE SPECIFICALLY EXCLUDED AND DISCLAIMED BY ACTIVE ONLINE. ACTIVE ONLINE DOES NOT WARRANT THAT THE ACTIVE ONLINE PRODUCTS OR ASSOCIATED DOCUMENTATION WILL MEET THE YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE ACTIVE ONLINE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF ACTIVE ONLINE PRODUCTS IS WITH YOU.
13. LIMITATION OF REMEDIES
YOUR SOLE AND EXCLUSIVE REMEDY FOR BREACH OF THE FOREGOING LIMITED WARRANTY WILL BE THAT (A) ACTIVE ONLINE WILL ENDEAVOR TO CORRECT WITHIN A REASONABLE TIME ANY REPORTED FAILURE OF ACTIVE ONLINE PRODUCTS TO SUBSTANTIALLY CONFORM TO OR PERFORM SUBSTANTIALLY IN ACCORDANCE WITH ACTIVE ONLINE’S SPECIFICATIONS, TO THE EXTENT SUCH SPECIFICATIONS EXIST, DURING THE WARRANTY PERIOD SET FORTH IN THIS AGREEMENT OR (B) IN THE EVENT THAT ACTIVE ONLINE SHALL FAIL OR BE UNABLE FOR ANY REASON TO CORRECT ANY SUCH FAILURE OR NON-CONFORMITY OF THE ACTIVE ONLINE PRODUCTS YOU MAY TERMINATE THE END USER LICENSE AGREEMENT AS TO THE AFFECTED ACTIVE ONLINE PRODUCTS.
14. LIMITATION OF ACTIVE ONLINE LIABILITY
IN NO EVENT WILL ACTIVE ONLINE BE LIABLE TO YOU FOR ANY LOST PROFITS, LOST SAVINGS, LOST DATA, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, LOST REVENUE, BUSINESS INTERRUPTION, LOSS OF CAPITAL OR OTHER SPECIAL, CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY ACTIVE ONLINE PRODUCT FURNISHED OR TO BE FURNISHED BY ACTIVE ONLINE UNDER THIS AGREEMENT OR THE USE THEREOF, EVEN IF ACTIVE ONLINE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE, AND THE AGGREGATE LIABILITY OF ACTIVE ONLINE UPON ANY AND ALL CLAIMS HOWSOEVER ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY ACTIVE ONLINE PRODUCTS FURNISHED OR TO BE FURNISHED BY ACTIVE ONLINE UNDER THIS AGREEMENT WILL IN ANY EVENT BE ABSOLUTELY LIMITED TO THE AMOUNT PAID BY YOU TO ACTIVE ONLINE FOR YOUR PURCHASES OF ACTIVE ONLINE PRODUCTS UNDER THIS AGREEMENT; PROVIDED, HOWEVER, THAT NOTHING IN THIS AGREEMENT SHALL OPERATE TO RELIEVE ACTIVE ONLINE FROM LIABILITY FOR ITS OWN WILLFUL OR WANTON RECKLESSNESS OR INTENTIONAL TORTS.
15. YOUR OBLIGATIONS
You agree not to use any automated or manual process to interfere with, modify, or attempt to interfere with or modify the Active Online Products except to uninstall the same as provided herein.
16. GENERAL PROVISIONS
A. ENFORCEMENT/CHOICE OF LAW/CHOICE OF FORUM. Every provision of this Agreement will be construed, to the extent possible, so as to be valid and enforceable. If any provision of this Agreement so construed is held by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable, such provision will be deemed severed from this Agreement, and all other provisions will remain in full force and effect.
B. ENTIRE AGREEMENT AND NO WAIVER. This Agreement sets forth the entire agreement and understanding between Active Online and you regarding the subject matter hereof and supersedes any prior representations, advertisements, statements, proposals, negotiations, discussions, understandings, or agreements regarding the same subject matter. You acknowledge that it has not been induced to enter into this Agreement by any representations or statements, oral or written, not expressly contained in this Agreement. This Agreement may not be modified or amended except as described herein or by a separate writing referencing this Agreement and signed by both you and an authorized representative of Active Online. The failure by Active Online at any time to enforce any of the provisions of this Agreement or any right or remedy available hereunder or at law or in equity, or to exercise any option herein provided, will not constitute a waiver of such provision, right, remedy or option or in any way affect the validity of this Agreement. The waiver of any default by Active Online will not be deemed a continuing waiver, but will apply solely to the instance to which such waiver is directed.
C. CHANGES TO TERMS. We reserve the right to change the terms of this Agreement at any time without prior notice and without notice of any kind. This Agreement and all changes are posted on our website. The text of this Agreement on that page shall be the original. This Agreement is located on our website at:
D. CORRECTION OF ERRORS AND INACCURACIES. This Agreement may contain typographical errors or other errors or inaccuracies and may not be correct or current. Active Online reserves the right to correct any errors, inaccuracies or omissions at any time without prior notice. Active Online does not, however, guarantee that any errors, inaccuracies or omissions will be corrected.
E. HEADINGS. The section headings appearing in this Agreement are inserted only as a matter of convenience and reference and in no way define, limit, construe or describe the scope or extent of such section.
F. NO PARTNERSHIP. This Agreement shall not be construed as creating or constituting any partnership, joint venture or agency relationship between the parties.
G. ASSIGNMENT AND RESALE. Your rights under this Agreement are not assignable or transferable. You agree not to resell Active Online Products or any portion thereof.
H. SUCCESSORS AND ASSIGNS. This Agreement will be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns. No third-party beneficiaries are intended or shall be construed as created by virtue of this Agreement.
I. CHOICE OF LAW. This Agreement will in all respects be governed by and interpreted, construed and enforced in accordance with the laws of the United States of America and the State of Minnesota without respect to its choice of law provisions. Any action between the parties will be venued in a state or federal court situated within the state of Minnesota, and you irrevocably submit yourself to the personal jurisdiction of such courts for such purpose.
17. QUESTIONS OR ADDITIONAL INFORMATION
If you have any questions regarding this Agreement or wish to obtain additional information, please send a letter via U.S. Mail to Active Online Inc. at 3336 Glenhurst Ave, Minneapolis, MN 55416, or send an e-mail to email@example.com.