AGREEMENT BETWEEN USER AND COMPANY
Through its Web Site ProconGPS, Inc. (“Company”) provides you with access to various
services and information, including GPS tracking of vehicles, product information,
company information, and other information contained within the web pages of the
Company Web Site (collectively “Web Content”).
The Web Content is offered to you conditioned on your acceptance without modification
of the terms, conditions, and notices contained herein. Your use of the Web Content
constitutes your agreement to all such terms, conditions, and notices. These terms
of use apply to your access to and use of the Web Content and do not alter in any
way the terms and conditions of any other agreement you may have with Company for
products, software, services or otherwise, unless otherwise directed by Company.
MODIFICATION OF THESE TERMS OF USE
Company reserves the right to change the terms, conditions, and notices under which
the Web Content is offered, including but not limited to the charges associated
with the use of the Web Content.
COPYRIGHT
All Web Content, including, without limitation, text, pictures, graphics and other
files and the selection and arrangement thereof are copyrighted materials of ProconGPS,
Inc. © 2004-2011, ALL RIGHTS RESERVED, or by the original creator of the material.
Permission is granted to display, copy, distribute, and download the copyrighted
materials for personal, noncommercial use only, provided you do not modify the materials
and that you retain all copyright and other proprietary notices contained in the
materials. You may not, however, distribute, copy, reproduce, display, republish,
download, or transmit any copyrighted material for commercial use without prior
written approval of Company. You may not “mirror” any copyrighted material on any
other server without prior written permission from Company.
LINKS TO THIRD PARTY SITES
The Company Web Site may contain links to other Web Sites (“Linked Sites”). The
Linked Sites are not under the control of Company and Company is not responsible
for the contents of any Linked Site, including without limitation any link contained
in a Linked Site, or any changes or updates to a Linked Site. Company is not responsible
for any form of transmission received from any Linked Site. Company is providing
these links to you only as a convenience, and the inclusion of any link does not
imply endorsement by Company of the site or any association with its operators.
NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of the Web Content you agree to not use the Web Content
for any purpose that is unlawful, improper, or prohibited by these terms, conditions,
and notices. You may not use the Web Content in any manner which could damage, disable,
overburden, or impair the Web Content or interfere with any other party’s use and
enjoyment of the Web Content. You may not obtain or attempt to obtain any materials
or information through any means not intentionally made available or provided for
through the Web Content. You may not attempt or gain access to any Company servers
or networks through hacking or any other means. You agree that you will not use
any robot, spider, other automatic device, or manual process to “screen scrape,”
monitor, “mine,” or copy the Web Content without Company’s prior, express, and written
permission. You agree not to use the Web Content for any commercial use without
prior consent from Company.
WEB CONTENT RESTRICTED BY USER ID AND PASSWORD
If access to any Web Content requires a user id and password (“Restricted Web Content”),
you must agree to the Subscription Service Agreement or Master Marketing Agreement
associated with that Restricted Web Content before accessing it. By accessing the
Restricted Web Content you agree to be bound by the terms of the Subscription Service
Agreement and/or Master Marketing Agreement associated with that Restricted Web
Content. You are responsible for maintaining the confidentiality of your user id
and password, and you are responsible for any activities that occur under your user
id. You may not use anyone else’s user id and password.
LIABILITY DISCLAIMER
THE WEB CONTENT MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY
ADDED TO THE INFORMATION HEREIN. COMPANY AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS
AND/OR CHANGES IN THE WEB CONTENT AT ANY TIME. ALL WEB CONTENT IS PROVIDED AS IS
WITHOUT WARRANTY OR CONDITION OF ANY KIND. COMPANY AND/OR ITS SUPPLIERS HEREBY DISCLAIM
ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE WEB CONTENT, INCLUDING ALL IMPLIED
WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE
AND NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY AND/OR
ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL,
CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES
FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE
USE OR PERFORMANCE OF THE WEB CONTENT, WITH THE DELAY OR INABILITY TO USE THE WEB
CONTENT, THE PROVISION OF OR FAILURE TO PROVIDE WEB CONTENT, WHETHER BASED ON CONTRACT,
TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF COMPANY OR ANY OF ITS SUPPLIERS
HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS
DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL
DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH
ANY WEB CONTENT, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY
IS TO DISCONTINUE USING THE COMPANY WEB SITE.
TERMINATION/ACCESS RESTRICTION
Company reserves the right, in its sole discretion, to terminate your access to
the Web Content or any portion thereof at any time, without notice.
GENERAL
To the maximum extent permitted by law, this agreement is governed by the laws of
the State of Tennessee, U.S.A. and you hereby consent to the exclusive jurisdiction
and venue of courts in Knox County, Tennessee, U.S.A. in all disputes arising out
of or relating to the use of the Web Content.
You agree that no joint venture, partnership, employment, or agency relationship
exists between you and Company as a result of this agreement or access to or use
of the Web Content.
If any part of this agreement is determined to be invalid or unenforceable pursuant
to applicable law including, but not limited to, the warranty disclaimers and liability
limitations set forth above, then the invalid or unenforceable provision will be
deemed superseded by a valid, enforceable provision that most closely matches the
intent of the original provision and the remainder of the agreement shall continue
in effect.