The term “Website” means C’S|3 Consultancy Corp public and private websites, web portals, including without limitation those found at the following URLs: www.cees3.com; camplecrm.com csuitestratgies.com; wiki.cess3.com; share.cees3.com; cquence.com; store.cshop.com; charisclarion.com; and developer.cees3.com. The term “Website” does not include the C’S|3 Consultancy Corp Products (as defined below) regardless of the domain name used to access such C’S|3 Consultancy Corp Products.
We reserve the right to terminate or modify the Website including any of its content, in whole or in part, in any manner in our sole discretion, without notice. We will not be liable if, for any reason, all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to all or part of the Website to registered users or another subset of users. You are solely responsible for making all arrangements necessary for you to access the Website.
C’S|3 Consultancy Corp Products
The “Website” does not include C’S|3 Consultancy Corp Products. “C’S|3 Consultancy Corp Product” means the C’S|3 Consultancy Corp platform and any C’S|3 Consultancy Corp applications or subscription services, including those customarily provided by us only to our paying customers, along with professional services, support, and maintenance, and any other products or services offered for sale by C’S|3 Consultancy Corp. C’S|3 Consultancy Corp Products do not include Non-Production Instances or Apps (as defined below). You must purchase access to C’S|3 Consultancy Corp Products pursuant to a separate subscription or other agreement with C’S|3 Consultancy Corp (“Subscription Agreement“).
1. Use of the Website
To the extent you have purchased support rights under your Subscription Agreement, do not use Community Services for the escalation of support issues. Contact C’S|3 Consultancy Corp Support as provided in your Subscription Agreement.
Code of Conduct
You agree to comply with the following code of conduct in your use of the Website:
- Be polite and courteous. Respect and treat others as you would expect to be treated yourself.
- Respect your audience. Posts should not upset, annoy, threaten, harass, abuse or embarrass other members.
- User Contributions may not include material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
- Lively and collegial discussions are always encouraged in a healthy community. It is okay to argue facts but not okay to argue personalities or personal beliefs.
- Do not use text formats such as all caps or bold that may be read as annoying, rude, or send a strong message.
- Avoid using abbreviations or terminology that others may not understand. An abbreviation may mean something to you but in another context or country, it may have another meaning.
- Be accountable for your actions by correcting your mistakes and indicating where you have changed a previous post of yours.
You agree not to access or use the Website in any manner:
- That violates any applicable federal, state, local or international law or regulation, or advocates, promotes or assists in any unlawful act, constitutes an illegal threat or violates export control laws.
- To transmit or introduce offensive materials, including those involving profanity, violence, sexual conduct, pornography or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
- To monitor or attempt to gain unauthorized access to: (a) an account or computer not belonging to you; (b) any data, information or communications on any network or system not owned by you, without authorization; (c) any system or network user accounts or passwords of other users, without authorization; or (d) e-mail addresses, screen names or other identifiers without the consent of the person identified (including, without limitation, phishing, password robbery, spidering and harvesting).
- That is false, deceptive, misleading or fraudulent, including but not limited to: (a) any attempt to impersonate any person or entity, including any other user, C’S|3 Consultancy Corp or a C’S|3 Consultancy Corp employee; (b) to misrepresent your identity or affiliation with any person or organization; and (c) any attempt to give the impression that you are posting materials from any person or entity other than yourself if that is not the case, including but not limited to altering your IP source address.
- To use, transmit or introduce: (a) information protected under the privacy or security regulations issued pursuant to the Health Insurance Portability and Accountability Act of 1996 (HIPAA) or subject to the Health Information Technology for Economic and Clinical Health (HITECH) Act; or (b) non-public sensitive or personally identifiable information including but not limited to drivers license numbers, passport numbers, social security numbers, tax identification numbers, voter registration numbers or similar identifying numbers, health information, or financial information including bank, checking, credit card, debit card, or other account numbers.
- For the purposes of recruiting, advertising, solicitation or commercial activities of any kind without the express written consent of C’S|3 Consultancy Corp, including, but not limited to: (a) promotions, contests, sweepstakes, barter, advertising or pyramid schemes; and (b) the transmission of, or procurement of sending, any advertising or promotional material, including any “junk mail”, “chain letter” or “spam” or any other similar solicitation.
- To monitor or copy materials on the Website for any unauthorized purpose or access the Website via any automatic device, process or means of access such as a robot or spider.
- That may have a detrimental effect on the Website’s function, user interaction or security, including but not limited to: (a) gaining unauthorized access to, or attempting to compromise the security of, any network, system, computing facility, equipment, data or information; (b) attempting to intercept, redirect or otherwise interfere with communications intended for others; (c) disabling, damaging, overburdening or impairing the Website or any server, computer or database connected to or accessed by the Website; (d) modifying, blocking or otherwise interfering with the display of the Website; (e) interfering with another user’s ability to access, use and enjoy the Website; (f) accessing another user’s registration information or user account without that user’s express written permission; (g) transmitting or introducing any malicious or technologically harmful element to the Website such as a spyware program, virus, Trojan horse, worm or logic bomb; (h) performing, without C’S|3 Consultancy Corp’s express prior written authorization, scalability testing, load testing, probing, scanning, penetration or vulnerability testing of the Website, including without limitation the Community Services; and (i) engaging in any activities that results in any server being the target of a denial of service attack.
Notification of Violation
C’S|3 Consultancy Corp Disclaimer
We may, but are under no obligation to, monitor or censor comments made by users or content provided by contributors and we are not responsible for the accuracy, completeness, appropriateness or legality of anything posted, depicted or otherwise provided by third-party users and we disclaim any and all liability relating thereto.
2. Non-Production Instances
You may not use the Non-Production Instance with production data or to provide services to others, including services of implementation, customization or configuration of the Subscription Service. You may not transfer, sublicense, distribute or otherwise provide third parties access to any applications, integrations or other material that you develop using the Non-Production Instance. If you need to access the Subscription Service on a production basis or to provide services or develop Apps for others, please contact C’S|3 Consultancy Corp to discuss commercial offerings.
THE NON-PRODUCTION INSTANCE AND OTHER C’S|3 Consultancy Corp CORE TECHNOLOGY (AS DEFINED BELOW) ARE PROVIDED TO YOU UNDER THIS AGREEMENT AT YOUR OWN RISK AND “AS-IS” WITHOUT WARRANTY OF ANY KIND. You shall input only non-sensitive, non-production data into the Non-Production Instance. C’S|3 Consultancy Corp shall have no obligation or liability for or with respect to an Non-Production Instance, including without limitation: warranty, support, reliability, backup, performance or service level, refund, service credits, loss of use or loss of data.
You shall treat your login credentials to, and the contents of (with the exception of data inserted by you), the Non-Production Instance as confidential information and shall not disclose it to any third party. You agree to provide any required disclosures to and obtain any required consents for the transfer of your data to C’S|3 Consultancy Corp in connection with your use of the Non-Production Instance. C’S|3 Consultancy Corp shall not be responsible for compliance with any laws applicable to you and your industry that are not generally applicable to information technology service providers. You agree that C’S|3 Consultancy Corp may collect, use and disclose quantitative data derived from the use of the Non-Production Instance for industry analysis, benchmarking, analytics, marketing, and other business purposes. All data collected, used, and disclosed regarding your use of a Non-Production Instance will be in aggregate form only and will not identify you.
3. Store and Share
The C’S|3 Consultancy Corp Store, the C’S|3 Consultancy Corp Publisher Portal and their related and successor websites (collectively, “Store“), and the C’S|3 Consultancy Corp Share site and its related and successor websites (“Share“), permit registered users, C’S|3 Consultancy Corp partners and C’S|3 Consultancy Corp to review and access Apps developed by the user and partner community. As used herein, “App” shall mean a Contribution, posted by a user, a C’S|3 Consultancy Corp Technology Partner or C’S|3 Consultancy Corp, that is an application, integration, configuration, extension, update set or other material developed using, or for use in connection with, the C’S|3 Consultancy Corp Products or other C’S|3 Consultancy Corp Core Technology. Apps may be downloaded for use on the recipient’s instance or hosted by C’S|3 Consultancy Corp, and may include artifacts such as code and documentation.
Several types of Apps may be posted to Store and Share:
“Shared App” means any App provided free of charge on the Share site. Shared Apps may be downloaded or hosted by C’S|3 Consultancy Corp in connection with the recipient’s C’S|3 Consultancy Corp Products. You may not offer paid Apps for subscription or sale on the Share site.
“Conditional Shared App” means any Shared App for which a user must agree to additional or different terms and conditions (“App Conditions“) as a condition to download or access the App.
“Store App” means an App posted to the Store site that is available for a fee or free of charge, and subject to App Conditions.
A “C’S|3 Consultancy Corp App” shall mean an App posted by any employee, agent or contractor acting on behalf of C’S|3 Consultancy Corp, and may be a C’S|3 Consultancy Corp Shared App, C’S|3 Consultancy Corp Conditional Shared App or C’S|3 Consultancy Corp Store App.
All Shared Apps and Conditional Shared Apps posted to Share, and Store Apps posted to Store, are subject to the terms of Section 5 (Posting Apps).
Purchases of Store Apps
Payments and Subscription Term. On the Store site, you may place a non-cancellable and non-refundable (except as expressly set forth herein) order to purchase access to a Store App by clicking the “purchase” button associated with that App on Store. Prices stated on Store, including discounts, are final. Except as expressly set forth in the description of a particular Store App, fees for Store Apps are invoiced at the time you place your order. Each Store App is purchased for a term of twelve (12) months, provided that you have a valid paid subscription to the C’S|3 Consultancy Corp Product(s) required to use the Store App throughout that period. In the event that your subscription to any C’S|3 Consultancy Corp Product required to use the Store App expires, you may not use the Store App until such use rights are reinstated. Your payment obligation provided in this section shall survive expiration or termination of your rights to use any C’S|3 Consultancy Corp Product required to use the Store App. Purchase of a Store App is a continuous and non-divisible commitment for the full duration of its subscription term regardless of the invoice schedule. You may cancel your subscription upon expiration of any Store App subscription term. C’S|3 Consultancy Corp will provide advance notice of each renewal date to the contact information provided by you. Unless you cancel your subscription, Store Apps will automatically renew upon the expiration of each subscription term.
Payments by Credit Card. For purchases by credit card, payment and invoice shall be due upon purchase of the Store App. The credit card you provide for billing purposes will be billed on a monthly basis during the subscription term of the Store App and on any subsequent automatic renewal subscription terms.
Late Payments. Late payments shall accrue interest at a rate of one and one-half percent (1.5%) per month or the legal maximum interest rate, whichever is lower. If you are delinquent in payment of amounts owed hereunder, C’S|3 Consultancy Corp may give notice to you of such delinquency, following which you shall cure the delinquency within thirty (30) days from the date of C’S|3 Consultancy Corp’s written notice. If you fail to cure the delinquency or regain compliance in accordance with the paragraph below, C’S|3 Consultancy Corp may suspend your access to the Store App in addition to other rights and remedies available.
App Rights and Restrictions
The following terms shall apply to your use of Apps from Store and Share, in addition to other limitations and disclaimers provided herein:
Minimum Requirements. You must procure separate permission from us to use the C’S|3 Consultancy Corp Products, including: (a) any specific C’S|3 Consultancy Corp Product that may be required to run an App, including, without limitation, any C’S|3 Consultancy Corp Product required to use custom applications that run on the C’S|3 Consultancy Corp Platform; and (b) any C’S|3 Consultancy Corp Product with which the App is intended to be used. If you have no Subscription Agreement with us, then you may not use Apps.
Restrictions on Use of Store and Share Contributions. Notwithstanding any contrary term or condition in any App Conditions, you may not: (a) transfer, sublicense, distribute or otherwise provide a third-party access an App; (b) use an App to develop a product that is operable apart from the C’S|3 Consultancy Corp platform; (c) use APIs other than the C’S|3 Consultancy Corp APIs provided on the C’S|3 Consultancy Corp website to communicate with the C’S|3 Consultancy Corp Products, or circumvent such APIs or otherwise use APIs that diminish C’S|3 Consultancy Corp’s ability to isolate errors when providing customer support; or (d) use an App other than in connection with a C’S|3 Consultancy Corp Product that you are permitted to use under a separate Subscription Agreement.
Testing. The user posting an App, and not C’S|3 Consultancy Corp (with the exception of C’S|3 Consultancy Corp Apps), is the provider and grantor of access rights and has sole responsibility for the content of the corresponding App. All Apps must be thoroughly tested by the user in a testing environment before use in a production environment. You agree not to rely on any statements, claims, comments or other discussion on or through the Website by any person with respect to Apps. Except as otherwise offered in any App Conditions pertaining to an App, you are solely responsible for independently testing and validating any App before deploying it in a production environment. Accordingly, you shall not assert any claim for breach of warranty or contract or misrepresentation against any third-party user based on the performance of an App.
Disclaimer of Support, Indemnification and Security. Your use of an App, or incorporation of an App (even a C’S|3 Consultancy Corp App) into any C’S|3 Consultancy Corp Product constitutes a modification or customization of that C’S|3 Consultancy Corp Product by you for purposes of any Subscription Agreement or other agreement between you and C’S|3 Consultancy Corp relating to the C’S|3 Consultancy Corp Product, and such customization or modification (or malfunction or loss of function caused thereby) shall not be subject to any warranty under a Subscription Agreement. You are not entitled to support, service credits, refunds, service level agreement or other service entitlements under any Subscription Agreement or other agreement of any kind with respect to your use of any App except as expressly granted by us in any App Conditions. Indemnification or security obligations imposed on us in a Subscription Agreement shall not apply to Apps that you implement or use in connection with a C’S|3 Consultancy Corp Product.
Except as otherwise provided in any App Conditions, the App contributor does not provide support, whether that contributor is us or a third-party user of the Website. To create an environment in which users are encouraged to contribute materials for discussion and testing by other users, refrain from making demands for support to the originator of the content.
Disclaimer of Contributor Liability. You must review and thoroughly test in a non-production environment any App prior to its use in any production instance of the C’S|3 Consultancy Corp Products. You agree that you bear all risks associated with using any App. EXCEPT FOR LIABILITY TO C’S|3 Consultancy Corp OR AS EXPRESSLY PROVIDED OTHERWISE IN ANY APPLICABLE APP CONDITIONS, IN NO EVENT SHALL ANY CONTRIBUTOR OR C’S|3 Consultancy Corp HAVE ANY LIABILITY OR RESPONSIBILITY HEREUNDER TO YOU OR ANY OTHER PERSON FOR ANY LOSSES OR DAMAGES WHATSOEVER ARISING OUT OF AN APP, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, COVER, OR DAMAGES BASED ON LOST PROFITS, DATA, OR USE, HOWEVER CAUSED AND WHETHER IN CONTRACT, IN TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER C’S|3 Consultancy Corp OR THE THIRD-PARTY ORIGINATOR OF THE APP REVIEWED, MODERATED, COMMENTED ON OR PROMOTED SUCH APP.
No Warranty to User. EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN ANY APPLICABLE APP CONDITIONS, APPS ARE PROVIDED TO YOU “AS-IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, EACH USER OF THE WEBSITE MAKES NO REPRESENTATION, WARRANTY OR GUARANTY, EXPRESS, STATUTORY OR IMPLIED TO YOU OR ANY OTHER PERSONS TO THE RELIABILITY, USEFULNESS, COMPLETENESS, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY OR ACCURACY OF THE APP. NO USER WARRANTS THAT ALL OR ANY PORTION OF THE APP IS ERROR FREE OR WILL OPERATE WITHOUT INTERRUPTION. WITHOUT LIMITING THE FOREGOING, AND TO THE FULLEST EXTENT PERMITTED BY LAW, EACH USER SPECIFICALLY DISCLAIMS ALL STATUTORY OR OTHER W ARRANTIES INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE OR FITNESS FOR A PARTICULAR PURPOSE OR ANY IMPLIED WARRANTIES ARISING FROM USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE.
4. Posting Apps
The terms of this Section 5 apply to any App that you post to the Website, including Store and Share, or otherwise make available to a third party.
Grant of rights to Shared Apps. By posting a Shared App in the form of an update set, you hereby grant to each user of Share a non-exclusive, non-transferable, perpetual license (to the extent of your rights in the Shared App) to copy, use, and make derivative works of the Shared App solely to evaluate, customize, configure or use the App in conjunction with C’S|3 Consultancy Corp Products that such user is otherwise permitted to use under a separate Subscription Agreement.
Third-Party Materials. You represent and warrant that you own or otherwise rightfully possess all intellectual property and other rights necessary to allow you to grant access to or license (as applicable) to any App that you post to the Store.
Service Interference. If your App interferes with our ability to provide our commercially available products and services to our customers in accordance with the support and service availability terms in the Subscription Service Guide posted at www.C’S|3 Consultancy Corp.com/schedules.do without a promptly accessible cure deemed acceptable by us, we may immediately discontinue your ability to make the App available to C’S|3 Consultancy Corp Customers in our sole discretion.
Compatibility. Any App that you create must be compatible with applicable C’S|3 Consultancy Corp Products and must not: (a) permit a user to pose as another user or multiple users to act as a single user; (b) include, send, store, or run software viruses, worms, Trojan horses, or other harmful computer code, files, scripts, agents, or programs; (c) access, copy, destroy or transmit data regarding any user or device in excess of what is described in the accompanying documentation; (d) create a denial of service; (e) violate any law or regulation of the United States, any state thereof, or other government authority; or (f) disable, exploit, hack, or otherwise interfere with any security, encryption, digital signing, digital rights management, verification, or authentication mechanisms implemented in or by the C’S|3 Consultancy Corp Products.
Obligations Under Third-Party Agreements. If you have obligations to any third party (for example, under the terms and conditions of a social networking service that you choose to link to or access via your App), you and not us are responsible for your compliance with those requirements.
Warranty to C’S|3 Consultancy Corp. You represent, warrant and agree that: (a) your App will not violate or infringe upon the intellectual property rights or other rights of any person or entity, contain any illegal or defamatory material, or violate any laws; (b) with respect to any content contained in or provided through your App and the use of your C’S|3 Consultancy Corp Products, you have and will continue to be solely responsible for (i) securing, reporting, and maintaining all necessary rights, clearances, and consents related thereto; and (ii) paying all licensing fees, royalties, or respective shares, if any, of any monies payable hereunder to any co-owners, co-administrators, or licensors thereof; (c) your App conforms with the requirements of this Section 4; (d) you have complied with all of your obligations with respect to any third-party software in your App, including, but not limited to, any notice and source code availability obligations that may be required by any applicable free or open source software (“FOSS“) used by you; (e) the licensing terms for any FOSS included with your App will not purport to require C’S|3 Consultancy Corp or any C’S|3 Consultancy Corp customer to disclose or make available any of the keys, authorization codes, methods, procedures, data, or other information related to the digital signing or digital rights management mechanisms utilized as part of the C’S|3 Consultancy Corp Products, Development Tools, Store, Share or any third-party products distributed through the C’S|3 Consultancy Corp Products; and (f) you shall not make any promise, warranty or representation on behalf of C’S|3 Consultancy Corp with respect to Apps that you post.
Data Collection. You and your Apps may not collect user or device data without prior user consent, and then only to provide a service or function that is directly relevant to the use of your App. You may not use analytics software in your App to collect and send device data to you or a third party. You must provide clear and complete information to your customer regarding your collection, use and disclosure of user or device data in advance of and during, that customer’s use. Furthermore, you must take appropriate steps to protect such data from unauthorized use, disclosure, or access by third parties. If a user ceases to consent or affirmatively revokes consent for your collection, use, or disclosure of his or her user or device data, you must promptly cease all such use. You may not disclose C’S|3 Consultancy Corp customer data to any third party or use such data for any purpose other than to provide to provide the customer with the functionality of your App. You shall maintain and use all C’S|3 Consultancy Corp customer data in accordance with privacy and security reasonably adequate to preserve its confidentiality and security and all applicable data privacy and data security laws and regulations.
Security Review. We, or a third party selected by us, may conduct a security review of any App, including without limitation, information requests to the contributor, interviews, security testing, network testing, and vulnerability threat assessment. You agree to reasonably cooperate with such testing, and further you agree that C’S|3 Consultancy Corp, its agents or contractors conducting the testing shall bear no responsibility for any adverse effects on the operation of your App or business. Any nonpublic information obtained by us during any security test shall be treated as your confidential information.
Regulatory Compliance. You represent, warrant and agree that you will comply with any applicable regulatory requirements, including full compliance with all applicable laws, regulations, and policies related to the development, marketing, sale, and distribution of your App, and the laws, regulations and policies of any other applicable regulatory bodies in any countries or territories where you use, sell, distribute or otherwise make your App available. However, you agree that you will not seek any regulatory marketing permission or make any determinations that may result in the C’S|3 Consultancy Corp Product being deemed regulated or that may impose any obligations or limitations on us. Upon our request, you agree to promptly provide any such clearance documentation to support the marketing of your App.
Indemnity. In addition to your indemnification obligation to C’S|3 Consultancy Corp provided below, you agree to indemnify and hold each other user and its officers, agents, employees, subsidiaries and affiliates harmless from any claims, demands, liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising from any claim made by any third party arising out of the Apps posted by you, including but not limited to claims that such App or its use violates any rights of a third party.
5. Intellectual Property
C’S|3 Consultancy Corp Core Technology
As between you and C’S|3 Consultancy Corp, you shall retain all rights, title, and interest in and to its intellectual property rights in the electronic data uploaded by you (excluding C’S|3 Consultancy Corp Core Technology), and User Technology. You hereby grant to C’S|3 Consultancy Corp a perpetual, irrevocable, royalty-free, fully-paid, sublicensable, transferable, non-exclusive, worldwide license to copy, distribute, modify, make derivative works of, publicly display, publicly perform, make, use, sell, translate and disclose to third parties any User Technology or data uploaded by you in the Non-Production Instance solely for the purpose of providing the Non-Production Instance to you. As used herein, “User Technology” means software, methodologies, templates, business processes, documentation or other material authored, invented or otherwise created or licensed (other than by or from C’S|3 Consultancy Corp) by you using or for use with the Non-Production Instance, excluding the C’S|3 Consultancy Corp Core Technology.
C’S|3 Consultancy Corp Trademarks
C’S|3 Consultancy Corp, Knowledge, NOW with a stylized power button, the NOW family of marks and all related, logos, product and service names, designs and slogans are trademarks or service marks of C’S|3 Consultancy Corp or our affiliates or licensors. You must not use such marks without our prior written permission. All other names, brands and marks are used for identification purposes only and are the trademarks of their respective owners. Reference the Trademark Usage Guidelines for more information regarding C’S|3 Consultancy Corp trademarks.
If you use Development Tools to create software that communicates or otherwise interoperates with the C’S|3 Consultancy Corp Products, you agree that such software will exclusively use the C’S|3 Consultancy Corp APIs provided with the Development Tools to communicate with the C’S|3 Consultancy Corp Products. You agree that such software shall not circumvent these APIs or otherwise use APIs that diminish C’S|3 Consultancy Corp’s ability to isolate errors when providing customer support. Development Tools are proprietary information of C’S|3 Consultancy Corp. You shall not distribute Development Tools to any third party and will not use the Development Tools to develop any software product that is operable apart from the C’S|3 Consultancy Corp platform.
No rights are granted to you with respect to User Contributions (not including Apps, which are treated as described above) other than the limited, personal, non-exclusive license to reproduce User Contributions as necessary to display the User Contributions on a machine that you use to interact with the Website.
Third Party Content
Third-party materials and free and open source software (not including Apps) (“FOSS“) provided by us to you may be accompanied by licensing terms, in which case such licensing terms shall govern your use of that third-party software or FOSS. Mention of third parties and third-party products in any materials, advertising, promotions or coupons provided to you is for informational purposes only and constituters neither an endorsement nor a recommendation. All third-party product specifications and descriptions are supplied by the respective vendor or supplier, and C’S|3 Consultancy Corp shall have no responsibility with regard to the selection, performance or use of such vendors or products. To the extent you access or use such software, all understandings, agreements or warranties, if any, shall be directly between the vendor and you.
No right, title or interest in or to the Website including Website Content and Contributions or C’S|3 Consultancy Corp Core Technology, is transferred to you.
C’S|3 Consultancy Corp Core Technology is licensed and not sold even if for convenience C’S|3 Consultancy Corp makes reference to words such as sale or purchase.
You shall not (and shall not permit others to) do any do any of the following with respect to the Website or C’S|3 Consultancy Corp Core Technology: (a) license, sublicense, sell, resell, rent, lease, transfer, distribute or time share it or otherwise make any of it available for access by third parties, including any derivative works of C’S|3 Consultancy Corp Core Technology irrespective of which party authors such derivative works; (b) use it on a production basis or with production data or use it to provide services to others including services of implementation, customization or configuration of the Subscription Service; (c) disassemble, decompile or reverse engineer it, particularly for the purpose of developing any product or services competitive with the Subscription Service generally; (d) subject to the preceding clause, use or access it for the purpose of developing products or service competitive with the platform component of the Subscription Service (competitive applications, however, are permitted); (e) copy, create derivative works of, or otherwise modify it, except as expressly permitted hereunder; (f) disrupt its security, integrity or operation; (g) remove or modify a copyright or other proprietary rights notice in it; (h) use it to reproduce, distribute, display, store, transmit or use material or content protected by copyright or other intellectual property right (including the rights of publicity or privacy) without first obtaining the permission of the owner; (i) use it to damage the property of another; (j) use it in any manner which violates any applicable law or regulation; (k) use it in a manner that temporarily or permanently alters, erases, removes, copies, modifies, halts or disables any C’S|3 Consultancy Corp or third-party data, software or network (not including modifications to the Configurable Elements or any data uploaded into the Subscription Service by Participant) without authorization; (l) use it to create, use, send, store or run viruses or other harmful computer code; (m) use it in any manner that disables, hacks or interferes with any security, digital signing, digital rights management, verification or authentication mechanisms; or (n) use it in any manner that, in C’S|3 Consultancy Corp’s reasonable judgment, circumvents the ordinary use or operation of the Subscription Service or APIs, disrupts C’S|3 Consultancy Corp’s pricing structure or ability to provide services or support to Customers, or allows any party to access C’S|3 Consultancy Corp Technology in excess of such party’s authorized or normally intended use.
Before Participant exercises any of the foregoing actions that Participant believes it is entitled to based on mandatory law, Participant shall provide C’S|3 Consultancy Corp with thirty (30) days prior written notice at legalnotices@C’S|3 Consultancy Corp.com, or, if applicable law or the relevant court order does not allow for thirty (30) days notice, the maximum amount of notice allowable, and provide all reasonably requested information to allow C’S|3 Consultancy Corp to assess Participant’s claim and, at C’S|3 Consultancy Corp’s sole discretion, to provide alternatives that reduce any adverse impact on C’S|3 Consultancy Corp’s intellectual property or other rights.
Linking to the Website
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 where none exists. You are prohibited from linking to any other page of the Website without our express written permission. We reserve the right to withdraw linking permission without notice. The Website must not be framed on any other site, nor may you create a link to any part of the Website other than the homepage. You must not establish a link from any website that is not owned by you. You agree to cooperate with us in stopping any unauthorized framing or linking.
Links from the Website
If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links from advertisers, including banner advertisements. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the applicable terms and conditions of use for such websites.
7. Monitoring, Enforcement and Feedback
C’S|3 Consultancy Corp has the right but not the obligation to:
- Disclose your identity to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
- Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.
Without limiting the foregoing, C’S|3 Consultancy Corp has the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD C’S|3 Consultancy Corp HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY C’S|3 Consultancy Corp DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER C’S|3 Consultancy Corp OR LAW ENFORCEMENT AUTHORITIES.
C’S|3 Consultancy Corp can neither review all material before it is posted on the Website nor ensure prompt removal of objectionable material after it has been posted and assumes no liability for any action or inaction regarding transmissions, communications or content provided by any user or third parties. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this paragraph.
Feedback & Suggestions
Direct feedback, comments, suggestions, requests for support and other communications relating to the Website to [email protected]. C’S|3 Consultancy Corp shall have a perpetual, irrevocable, royalty-free, fully-paid, sublicensable, transferable, non-exclusive, worldwide license to make, use, sell, offer for sale, import or otherwise use or commercially exploit for any purpose, any feedback, and suggestions for improvements or enhancements to the Website and the C’S|3 Consultancy Corp Products.
8. Legal Considerations
You agree that the configuration and information contained in a Non-Production Instance, Apps and any information provided to you in connection with a C’S|3 Consultancy Corp event will be considered and referred to as “C’S|3 Consultancy Corp Confidential Information“). Notwithstanding the foregoing, C’S|3 Consultancy Corp Confidential Information shall not include: (a) information that is generally and legitimately available to the public through no fault or breach of yours; (b) information that is generally made available to the public by us; (c) information that is independently developed by you without the use of any C’S|3 Consultancy Corp Confidential Information; (d) information that was rightfully obtained from a third party who had the right to transfer or disclose it to you without limitation; or (e) any third-party software and/or documentation provided to you by us and accompanied by licensing terms that do not impose confidentiality obligations on the use or disclosure of such software and/or documentation.
Unless otherwise expressly agreed or permitted in writing by C’S|3 Consultancy Corp, you agree not to disclose, publish, or disseminate any C’S|3 Consultancy Corp Confidential Information to anyone. You agree not to use C’S|3 Consultancy Corp Confidential Information in any way, including, without limitation, for your own or any third party’s benefit without the prior written approval of an authorized representative of C’S|3 Consultancy Corp in each instance. You further agree to take reasonable precautions to prevent any unauthorized use, disclosure, publication, or dissemination of C’S|3 Consultancy Corp Confidential Information. You acknowledge that unauthorized disclosure or use of C’S|3 Consultancy Corp Confidential Information could cause irreparable harm and significant injury to C’S|3 Consultancy Corp that may be difficult to ascertain. Accordingly, you agree that we will have the right to seek immediate injunctive relief to enforce your obligations under this Agreement in addition to any other rights and remedies we may have. If you are required by law, regulation or pursuant to the valid binding order of a court of competent jurisdiction to disclose C’S|3 Consultancy Corp Confidential Information, you may make such disclosure, but only if you have notified us before making such disclosure and have used commercially reasonable efforts to limit the disclosure and to seek confidential, protective treatment of such information. A disclosure pursuant to the previous sentence will not relieve you of your obligations to hold such information as C’S|3 Consultancy Corp Confidential Information.
Certain parts of the Website may grant you access to certain proprietary content (including, without limitation, training modules, video presentations and audio recordings) that we may make available to you from time to time for a separate fee (“Paid Content“). Paid Content shall be considered C’S|3 Consultancy Corp Confidential Information, unless otherwise agreed or permitted in writing by C’S|3 Consultancy Corp. You may not share the Paid Content with anyone, including, without limitation, employees and contractors working for the same entity as you. Subject to these terms and conditions, we grant you a non-exclusive, non-transferable, personal license to access and use the Paid Content upon your purchase, provided that you may only download one (1) copy of the Paid Content and such download must be completed within the time period specified by us for such download. Except as expressly permitted by us, you shall not modify, translate, reproduce, distribute, or create derivative works of the Paid Content or any part thereof. You shall not sell, sublicense, rent, lease, loan, assign or otherwise transfer any rights in the Paid Content. We and/or our licensor(s) retain ownership of the Paid Content itself and any copies or portions thereof. The Paid Content is licensed, not sold, to you by us for use only under this Agreement, and we reserve all rights not expressly granted to you. Your rights under this license to use and access the Paid Content will terminate automatically without notice from C’S|3 Consultancy Corp if you fail to comply with any of these provisions.
We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from the Website infringe your copyright, you may request removal of those materials (or access thereto) from the Website by submitting written notification (a “DCMA Notice“) to our copyright agent (designated below) in accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. 512) (“DMCA”)
Our designated Copyright Agent to receive DMCA Notices is:
C’S|3 Consultancy Corp, Inc.
Attn: Legal Department, Copyright Agent
2225 Lawson Lane, Santa Clara, CA 95054, USA
Copy to legalnotices@C’S|3 Consultancy Corp.com
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
If you believe that material you posted on the site was removed or access to it was disabled by mistake or misidentification, you may file a counter-notification with us by submitting written notification to our copyright agent (identified above) pursuant to the DMCA.
It is the policy of C’S|3 Consultancy Corp to terminate the user accounts of infringers.
Regional Legal Considerations
The owner of the Website is based in the state of California in the United States. The Website can be accessed from countries around the world. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws. Access to the Website from territories where the Website or any of its services or products are illegal is prohibited. You acknowledge that you remain responsible at all times for your compliance with U.S. and all applicable export and related statutes and regulations.
Disclaimer of Warranties
C’S|3 Consultancy Corp cannot and does not promise or warrant that any aspect of the Website, including the Community Services, Documentation, Development Tools, Store, Apps, or any other Website Content is 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 site for any reconstruction of any lost data. C’S|3 Consultancy Corp 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 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.
AS BETWEEN YOU AND C’S|3 Consultancy Corp, YOUR USE OF THE WEBSITE AND NON-PRODUCTION INSTANCES, INCLUDING COMMUNITY SERVICES, USER CONTRIBUTIONS, APPS, DEVELOPMENT TOOLS, DOCUMENTATION AND ANY OTHER WEBSITE CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE, IS AT YOUR OWN RISK. THE WEBSITE, INCLUDING THE WEBSITE CONTENT, NON-PRODUCTION INSTANCES AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE, ARE PROVIDED TO YOU BY C’S|3 Consultancy Corp ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER C’S|3 Consultancy Corp NOR ANY PERSON ASSOCIATED WITH C’S|3 Consultancy Corp MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, SUITABILITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER C’S|3 Consultancy Corp NOR ANYONE ASSOCIATED WITH C’S|3 Consultancy Corp REPRESENTS OR WARRANTS THAT THE WEBSITE, INCLUDING THE WEBSITE CONTENT OR ANY SERVICES OR MATERIALS OBTAINED THROUGH THE WEBSITE, WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
C’S|3 Consultancy Corp HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE WEBSITE, THE WEBSITE CONTENT, NON-PRODUCTION INSTANCES OR ANY SERVICES OR ITEMS OBTAIN THROUGH THE WEBSITE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. YOU MAY RECEIVE WARRANTIES FROM THE CONTRIBUTOR OF AN APP PURSUANT TO THE APP CONDITIONS UNDER WHICH SUCH APP IS PROVIDED TO YOU; HOWEVER, C’S|3 Consultancy Corp SHALL HAVE NO LIABILITY TO YOU WITH RESPECT TO SUCH WARRANTIES OR ANY OTHER TERM IN THE APP CONDITIONS.
Limitation of Liability
EXCEPT TO THE EXTENT THAT A DISCLAIMER OF LIABILITY IS PROHIBITED UNDER APPLICABLE LAW, IN NO EVENT WILL C’S|3 Consultancy Corp, ITS AFFILIATES AND ITS LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS AND 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, INCLUDING ANY COMMUNITY SERVICES, NON-PRODUCTION INSTANCE, USER CONTRIBUTIONS, APPS, WEBSITE CONTENT OR SERVICES OR MATERIALS MADE AVAILABLE THROUGH THE WEBSITE, 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 OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
You may not access, download, use or export materials posted to the Website in violation of U.S. export laws or regulations or in violation of any other applicable export or import laws or regulations. You agree to comply with all export laws and restrictions and regulations of any United States or foreign agency or authority.
You acknowledge that the Non-Production Instances, Apps, Documentation and Development Tools are subject to the U.S. Export Administration Regulations (the “EAR“) and you shall comply with the EAR. Without limiting the foregoing, you represent and warrant that: (a) you are not located in, and shall not use the Documentation and Development Tools from, any country that is subject to U.S. export restrictions (currently including, but not necessarily limited to, Cuba, Iran, North Korea, Sudan and Syria); (b) you shall not use the Documentation and Development Tools in the design, development or production of nuclear, chemical or biological weapons, or rocket systems, space launch vehicles, sounding rockets or unmanned air vehicle systems; and (iii) you are not prohibited from participating in U.S. export transactions by any federal agency of the U.S. government. In addition, you are responsible for complying with any local laws that may impact your right to import, export or use the Documentation and Development Tools.
U.S. Government Rights
Waiver and Severability
Third Party Beneficiaries
Classification of Website and C’S|3 Consultancy Corp Products
In the event of a dispute, the categorization of any subject matter as either the Website or a C’S|3 Consultancy Corp Product shall be made by C’S|3 Consultancy Corp in its sole discretion, and C’S|3 Consultancy Corp may reclassify as a C’S|3 Consultancy Corp Product subject matter previously included in the Website.
Governing Law and Jurisdiction