Subscription Agreement
MySmartID Subscription Agreement
Please read and understand the terms and conditions before proceeding with using the MySmartID Software and Services.
Subscription Agreement
IMPORTANT: THIS SUBSCRIPTION AGREEMENT (THIS "AGREEMENT") IS A LEGALLY BINDING AGREEMENT BETWEEN YOU, AN INDIVIDUAL, COMPANY OFFICER OR COMPANY EMPLOYEE ("YOU" or "YOUR"), AND MYSMARTID. ("MYSMARTID") THAT SETS FORTH THE TERMS AND CONDITIONS FOR YOUR ACCESS TO AND USE BY YOU OF MYSMARTID'S PRODUCTS, SOFTWARE, SERVICES, CONTENT, DOCUMENTATION, AND INFORMATION, INCLUDING WITHOUT LIMITATION SUBSCRIPTION SERVICES, AND THE MYSMARTID WEB SITE (THE "SERVICE(S)"). MYSMARTID LICENSES THE SERVICES TO YOU UPON THE EXPRESS CONDITION THAT YOU ACCEPT ALL OF THE TERMS AND CONDITIONS IN THIS AGREEMENT. BY CLICKING ON THE "I ACCEPT" BUTTON AT THE END OF THIS AGREEMENT, YOU ARE CERTIFYING THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT AND ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT. EACH TIME YOU ACCESS THE SERVICES, YOU ARE AFFIRMATIVELY STATING THAT YOU ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT. MYSMARTID IS UNWILLING TO PROVIDE YOU WITH ACCESS TO THE SERVICES UNLESS YOU ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT THEN YOU MAY NOT PROCEED FURTHER.
Please contact us at support@mysmartid.com or refer to the Terms of Service, which can be found at http://www.mysmartid.com/agreements, if you have questions about this Agreement, and the permissible uses of our Services including any software, content, documentation, and/or other information provided as part of the Services. MYSMARTID and You are sometimes referred to singularly as a "Party" or collectively as the "Parties."
General. The Services are provided by MYSMARTID, through its website located at MYSMARTID.com or any of our affiliate domains (the "Site"). All materials accessed through the Site, including, but not limited to, MYSMARTID documentation, information, data and images, and any third party content, (collectively, the "Content") are owned or controlled by MYSMARTID or by the third party licensor of the Content (collectively, the "Contributors"). MYSMARTID may modify this Agreement or policies regarding the use of the Services at any time and notify You of such modification by posting a notice of such modification to the Site at http://www.mysmartid.com/agreements at least ten (10) days prior to such modification taking effect and your continued access and/or use of the Services after such notice shall be deemed to be Your acceptance of and agreement to such modifications. You are responsible for periodically reviewing this Agreement and the Site. In addition to your acceptance of the terms of this Subscription Agreement, your use of the Software and Services is subject to the terms and conditions of the MYSMARTID Terms of Service ("Terms of Service") which is incorporated by reference into this Agreement and can be viewed at: http://www.mysmartid.com/agreements.
Restricted License. Subject to the terms and conditions of this Agreement, MYSMARTID hereby grants to you (and you accept) a non-exclusive, non-transferable limited license to access and use the Services and the Content for which you have enrolled (the "License"). You only have a right to temporarily use and access the Content for the term hereof, including the right to reproduce the Content solely for your own personal use in connection with the Services and such right shall be subject to the MYSMARTID Terms of Service and all MYSMARTID policies and rules. All rights not expressly granted to you are hereby reserved by MYSMARTID and/or the respective Contributors. MYSMARTID and each Contributor shall have the right to assert and enforce this provision directly on its own behalf. Some third-party providers affiliated with the Services may require that you enter into a separate agreement for access to and use of their content and/or services. You agree (a) to abide by this Agreement and any and all subscription and/or license agreements between a third party Contributor or other content and/or service provider and; and (b) to keep Your authorized account ("Account") information confidential, including Your password, user ID/username and any other information related to the Services ("Account Information"), and to inform MYSMARTID promptly upon the unintended and/or undesired disclosure of any portion of such Account Information.
Intellectual Property Rights. It is hereby understood and agreed that as between MYSMARTID and You, MYSMARTID is the owner of all rights, title, and interest, including all Intellectual Property Rights (as defined below), to the Services and the Site, subject to any rights of Contributors. You grant MYSMARTID a perpetual, royalty-free, transferable, non-exclusive license to use, copy, distribute, display, publicly perform, publish, adapt, modify, translate any comments, suggestions, ideas, graphics, questions, or other information submitted by You through the Site or the Services ("Submissions") in any medium worldwide, including incorporating the Submissions without any obligation to compensate you or any other third party in any way for any such use. MYSMARTID shall be entitled to use such Submissions for any commercial or other purposes whatsoever worldwide without notice or compensation to you or anyone else. The foregoing rights shall include the right to exploit any Intellectual Property Rights in such Submissions. MYSMARTID may grant other parties these same rights as to the Submissions. This does not restrict You from granting to others rights to use your Submissions. You hereby acknowledge and agree that no Submissions shall violate any Intellectual Property Rights of any third party. For the purposes of this Agreement, "Intellectual Property Rights" shall mean any and all of the following: (a) rights associated with any original works of authorship throughout the world, including but not limited to copyrights and moral rights; (b) trademark, service mark, trade dress and trade name rights and similar rights; (c) trade secret rights; (d) patents, designs and algorithms; (e) all other intellectual and other property rights (of every kind and nature) throughout the world and however designated, whether arising by operation of law, contract, license, or otherwise; and (f) all registrations, initial applications, renewals, extensions, continuations, divisions or reissues hereof now or hereafter in force (including any rights in any of the foregoing).
You agree to abide by and not modify all intellectual property markings and insignia, including without limitation notices of copyright or other intellectual property rights, information, or restrictions contained in any Content obtained through the Site or otherwise. Content is licensed to You for Your use only in conjunction with the Services. The Content is protected by international copyright law and Nigerian copyright law. ANY USE OF THE CONTENT, EXCEPT AS EXPRESSLY PERMITTED IN THIS AGREEMENT, MAY SUBJECT YOU TO CIVIL DAMAGES AND LEGAL FEES, AND MAY BE A SERIOUS CRIME. You agree that you shall not (i) post any content to the Services, the Site or Content or (ii) modify, alter, or attempt to modify or alter any Content that you do not have a right to under any law or under contractual or fiduciary relationship or which would violate any Intellectual Property Right of any third party (which includes any copyright infringing materials or any proprietary or confidential information). You agree the MYSMARTID shall have the right to immediately remove any Content that you post or modify that MYSMARTID determines, in its sole discretion, may or does violate any Intellectual Property Rights of any third party.
Except as expressly provided herein, You do not acquire any ownership rights in or to the Services, the Content, the Intellectual Property, or the Site. You may not reverse engineer, decompile, disassemble, or otherwise attempt to discern the source code (i.e., the human-readable form of any computer programming code) or alter the components of the Services, the Content, or the Site or create derivative works based thereon. You also may not download, republish, reproduce, copy, post, transmit, or in any way expressly distribute any material from the Site unless such activities are in direct furtherance of Your expressly permitted use of the Services and do not in any way violate this Agreement or any other subscription and user documents.
You are not permitted to: (a) rent, lease, assign or transfer all or any part of the Services and/or Your Account Information to any person or entity without the prior written consent of MYSMARTID; (b) remove any designations, proprietary notices, labels, or marks on any component of the Services (or the Services or Site generally); or (c) sublicense, assign, delegate or otherwise transfer this license and user agreement or any of the related rights or obligations for any reason without the prior written consent of MYSMARTID (any attempt to sublicense, assign, delegate or transfer this License, either by contract, or law without the prior written consent of MYSMARTID shall be voidable at MYSMARTID's sole and absolute discretion). Should you fail to comply with these restrictions MYSMARTID may automatically terminate Your License and this Agreement.
Term. The License is effective until terminated. You may terminate the License at any time. MYSMARTID may immediately terminate this Agreement, Your License, and Your Account upon (a) Your breach of any provision of this Agreement, (b) any action by You that MYSMARTID determines, in its sole judgment, to interfere with the operation or use of the Services or (c) upon the termination of the rights to use and/or access the Services granted to any school district, school or other company which provides your rights to use and/or access the Services. All provisions in this Agreement relating to proprietary rights, limitation of liability, indemnification, and governing law and jurisdiction shall survive the termination of this Agreement. Termination of Your License shall be in addition to and not in lieu of any other remedies available to MYSMARTID.
Free Trial Offer. MYSMARTID may sometimes offer You a free trial of the Services. MYSMARTID, in its sole discretion, may discontinue a free trial at any time. MYSMARTID also reserves the right in its sole discretion to disable any free trial account without notice for any reason. In the event that You elect to use any free trial of the Services, You are limited to a total of ten thousand (10,000) records.
Hyperlinked Material. The Site and the Services may contain hyperlinks to other sites on the Internet that are not owned or controlled by MYSMARTID. MYSMARTID cannot assume any responsibility for any material on such sites, or any other material outside of the Site and/or the Services, which is accessed directly or indirectly by any such hyperlink.
Privacy. At all times Your data will be treated in accordance with the MYSMARTID Privacy Policy ("Privacy Policy") which is incorporated by reference into this Agreement and can be viewed at: http://www.mysmartid.com/privacy. MYSMARTID makes no representation that the MYSMARTID practices described in our Privacy Policy are compliant with international privacy laws that apply to the collection, security, use, and disclosure of personal information.
Security. Although MYSMARTID has taken significant measures to ensure the security of information submitted by You in using the Services, MYSMARTID cannot guarantee the security of information collected during Your use of the Services. Your agreement to use the Services constitutes Your express waiver of any claims or causes of action against MYSMARTID arising from breaches of the security measures that are in place.
DISCLAIMER OF WARRANTIES. NOTWITHSTANDING ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY, THE SERVICES ARE FURNISHED "AS IS" AND WITH ALL FAULTS. MYSMARTID AND ITS CONTRIBUTORS MAKE, AND YOU RECEIVE, NO WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR IN ANY COMMUNICATION WITH YOU. MYSMARTID AND ITS CONTRIBUTORS EXPRESSLY DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, SECURITY, TITLE AND NON-INFRINGEMENT, ANY WARRANTY THAT OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, AND/OR THE FAILURE TO PROVIDE ADEQUATE SUPPORT FOR THE SERVICES. NEITHER MYSMARTID NOR ITS CONTRIBUTORS WARRANT THAT THE SERVICES, INCLUDING THE CONTENT, ARE FREE OF INACCURACIES, ERRORS, BUGS, INTERRUPTIONS, OR OTHER PROGRAM LIMITATIONS. NOR DOES MYSMARTID OR ITS CONTRIBUTORS WARRANT THAT THE SITE, OR SERVER THAT MAKES IT AVAILABLE, IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
YOU SPECIFICALLY AGREE THAT MYSMARTID AND ITS CONTRIBUTORS SHALL NOT BE RESPONSIBLE FOR THE UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSION(S) OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY TRANSMISSION(S) ENTERED INTO THE SERVICES, ANY EXPENSES, DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSIONS, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION. YOU ALSO AGREE THAT NEITHER MYSMARTID NOR ANY OF ITS CONTRIBUTORS ARE RESPONSIBLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE, OR ILLEGAL CONTENT OR CONDUCT OF ANY THIRD PARTY OR ANY INFRINGEMENT OF ANOTHER'S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS.
Limitation of Liability. Neither MYSMARTID nor any of its Contributors will be liable to You, in contract, tort (including negligence) or otherwise, for any loss, expense or damage of any kind including, without limitation, special, incidental, or consequential damages, due to any failure to provide the Services or any Content or resulting from any errors or inaccuracies in the Services or Content or from the use by You or others of the Services or Content. IN NO EVENT SHALL THE LIABILITY OF MYSMARTID OR ITS CONTRIBUTORS ARISING FROM YOUR USE OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED THE PRO-RATED PORTION OF THE FEE PAID FOR THIS LICENSE. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages so the above limitation or exclusion may not apply to You.
Indemnification. You agree to indemnify and hold harmless MYSMARTID, each and every Contributor, and their respective affiliates, officers, directors, employees, consultants, agents, licensees, and licensors from any claim, demand, or damages, including reasonable attorneys' fees, asserted by any third party due to, arising out of, or in any way related to, the access to and/or use of the Services under Your Account or Your violation of this Agreement. As used in this Agreement, "affiliate" means any entity which controls, is controlled by or is under common control with the named entity.
Equipment Operation. You are responsible for obtaining and maintaining all computer hardware and software, telephone, and other equipment, and all communications and other services needed for access to and use of the Services. MYSMARTID reserves the right at any time and for any reason to modify or discontinue any aspect or feature of the Services, including, but not limited to, the Services' content, functionality, the equipment to access or use the Services.
Waiver of Jury Trial. EACH PARTY ACKNOWLEDGES AND AGREES THAT EACH SUCH PARTY HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT SUCH PARTY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT. EACH PARTY CERTIFIES AND ACKNOWLEDGES THAT EACH SUCH PARTY UNDERSTANDS AND HAS CONSIDERED THE IMPLICATIONS OF THIS WAIVER, EACH SUCH PARTY MAKES THIS WAIVER VOLUNTARILY, AND EACH SUCH PARTY HAS BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE WAIVERS IN THIS SECTION.
Copyright Policy/Termination of User Privileges for Infringement and Contact Information for Suspected Copyright Infringement/DMCA Notices
We comply with the safe harbor provisions of the Digital Millennium Copyright Act, 17 U.S.C. § 512 (the "DMCA") and we will terminate the privileges of any user who uses MYSMARTID to unlawfully transmit copyrighted material without a license, express consent, valid defense or fair use exemption to do so.
If you believe that your copyright has been infringed through the use of MYSMARTID, please contact our Customer Service department at: support@mysmartid.com, legal@mysmartid.com.
Miscellaneous. The Party entering into this Agreement represents that he or she is authorized under law to provide and input in the Services the Client Data, including any personal information of any of the records and/or other individuals, included therein. No waiver by either party of any breach of this Agreement by the other shall be a waiver of any preceding or subsequent breach thereof. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, such provision shall be enforced to the maximum extent permitted and the remainder will remain in full force. This Agreement and the documents referred to herein contain the entire agreement between You and MYSMARTID in respect to the Services and Content and Your access and use thereof. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.