These Terms and your relationship with TechLink under these Terms will be governed by the laws of the State of Oregon without regard to its conflict of laws provisions and the arbitration provisions discussed below. You agree that no joint venture, partnership, employment or agency relationship exists between you and TechLink as a result of the Terms or your use of the App.
TechLink reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the App or any portion thereof with or without notice. You agree that TechLink shall not be liable to you or to any third party for any modification, suspension or discontinuance of the App or any portion thereof. TechLink may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.
The “App” shall mean the software provided by TechLink to offer services related to TechLink, to be used on Android and iOS devices and any upgrades from time to time and any other software or documentation that enables the use of the App.
TechLink grants you the non-exclusive, non-transferable, limited right and license to install and use this App solely and exclusively for your personal use. You may not use the App in any manner that could damage, disable, overburden, or impair the App (or servers or networks connected to the App), nor may you use the App in any manner that could interfere with any other party’s use and enjoyment of the App (or servers or networks connected to the App). You agree that you are solely responsible for (and that TechLink has no responsibility to you or to any third party for) your use of the App, any breach of your obligations under the Terms, and for the consequences (including any loss or damage which TechLink may suffer) of any such breach. You acknowledge that the terms of agreement with you respective mobile network provider (“Mobile Provider”) will continue to apply when using the App. As a result, you may be charged by the Mobile Provider for access to network connection services for the duration for the connection while accessing the App or any such third party charges as may arise. You accept responsibility for any such charges that arise. If you are not the bill payer for the mobile telephone or handheld device being used to access the App, you will be assumed to have received permission from the bill payer for using the App.
TechLink will use reasonable efforts to make the App available at all times. However you acknowledge that the App is provided over the Internet and mobile networks and so the quality and availability of the App may be affected by factors outside TechLink’s control. TechLink does not accept any responsibility whatsoever for unavailability of the App, or any difficulty or inability to download or access content or any other communication system failure that may result in the App being unusable. TechLink will not be responsible for any support or maintenance for the App
You acknowledge that (a) the App contains proprietary and confidential information that is protected by applicable intellectual property and other laws, and (b) TechLink and/or third parties own all right, title and interest in and to the App and content, excluding content provided by you, that may be presented or accessed through the App, including without limitation all Intellectual Property Rights therein and thereto. “Intellectual Property Rights” means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all Apps, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide. You agree that you will not, and will not allow any third party to, (i) copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the App or content that may be presented or accessed through the App for any purpose, unless otherwise permitted, (ii) take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality (including without limitation digital rights management functionality) contained in the App, (iii) use the App to access, copy, transfer, transcode or retransmit content in violation of any law or third party rights, or (iv) remove, obscure, or alter TechLink’s or any third party’s copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the App.
This App, related materials and documentation have been developed entirely with private funds. If the user of the App is an agency, department, employee, or other entity of the United States Government, the use, duplication, reproduction, release, modification, disclosure, or transfer of the App, including technical data or manuals, is restricted by the terms, conditions and covenants contained in these Terms.
The App may be subject to export controls or restrictions by the United States or other countries or territories. You agree to comply with all applicable U.S. and international export laws and regulations. These laws include restrictions on destinations, end users, and end use.
These Terms will continue to apply until terminated by either you or TechLink as set forth below. You may terminate these Terms at any time by permanently deleting the App from your mobile device in its entirety. Your rights automatically and immediately terminate without notice from TechLink or any Third Party if you fail to comply with any provision of these Terms. In such event, you must immediately delete the App.
TechLink may terminate use of the App at any time by giving notice of termination to you. Upon any termination, (a) the rights and licenses granted to you herein shall terminate; (b) you must cease all use of the Software.
To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless TechLink, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from your use of the App, including your downloading, installation, or use of the App, or your violation of these Terms.
You agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, "Disputes") will be settled by binding arbitration between you and TechLink, except that each party retains the right to bring an individual action in small claims court in Bend, Oregon, and TechLink retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights. You acknowledge and agree that you and TechLink are each waiving the right to a trial by jury or to participate as a plaintiff or class in any purported class action or representative proceeding. Further, unless both you and TechLink otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this "Dispute Resolution" section be deemed void. Except as provided in the preceding sentence, this "Dispute Resolution" section will survive any termination of these Terms.
The arbitration shall be administered in Bend, Oregon, by the American Arbitration Association ("AAA") in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA Rules") then in effect, except as modified by this "Dispute Resolution" section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration at www.adr.org/aaa/ShowPDF?doc=ADRSTG_004175.) The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Oregon and will be selected by the parties from the AAA's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
Unless you and TechLink otherwise agree, the arbitration will be conducted in Bend, Oregon. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and TechLink submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court in Bend, Oregon, having jurisdiction thereof. The arbitrator's award damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. The prevailing party is entitled to an award of attorneys' fees and expenses.
In the event that the agreement to arbitrate is found not to apply to you or your claim, you and TechLink agree that any judicial proceeding will be brought in state court in Bend, Oregon. Both you and TechLink consent to venue and personal jurisdiction there.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE APP IS AT YOUR SOLE DISCRETION AND RISK AND THAT THE APP IS PROVIDED AS IS AND AS AVAILABLE WITHOUT WARRANTY OF ANY KIND. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR MOBILE DEVICE, OR OTHER DEVICE, OR LOSS OF DATA THAT RESULTS FROM SUCH USE. TECHLINK FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, WITH RESPECT TO THE APP.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TECHLINK, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS ARE NOT LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU THROUGH YOUR USE OF THE APP, INCLUDING ANY (1) LOSS OF DATA OR DAMAGE TO YOUR MOBILE DEVICE, WHETHER OR NOT TECHLINK OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING, and (2) LOSS OF PROFIT AND THE LINK WHETHER OR NOT IN THE CONTEMPLATION OF THE PARTIES, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE.
These Terms constitute the entire Agreement between you and TechLink relating to the App and govern your use of the App, and completely replace any prior or contemporaneous agreements between you and TechLink regarding the App. The failure of TechLink to exercise or enforce any right or provision of these Terms does not constitute a waiver of such right or provision, which will still be available to TechLink. If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of these Terms will continue to be valid and enforceable.
You shall not assign these Terms or the rights contained therein without TechLink’s prior written approval. You shall not delegate your responsibilities or obligations under these Terms without the prior written approval of TechLink. TechLink may assign these Terms and the rights contained therein without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of TechLink’s equity, business or assets; or (iii) a successor by merger.