The web site at the URL (web address) above (the “Site”) is a copyrighted work belonging to WaterSmart Software, Inc. (“Company”, “us”, “our”, and “we”). Company provides at *.waterinsight.com a user interface that allows certain authorized individuals (authorized via Company’s contract with his or her water service provider, referred to herein as a “Water Service Provider”), to view and analyze water usage data and to receive personalized water saving recommendations and rebates (collectively, with all other services provided through the Site, the “Services”).
1.1 Account Creation. In order to use certain features of the Site (e.g., to use the Services), you must register for an account with Company (“Company Account”) and provide certain information about yourself as prompted by the Site registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information. Company may suspend or terminate your Company Account in accordance with Section 9.
1.3 Authentication Via Social Media Web Sites. Company may permit you to register for the Site or our Services through certain third party social media services, such as Facebook, Google or Twitter (“Authentication Service”). By registering for or logging into the Site or our Services using an Authentication Service, you agree that Company may access your account information from the Authentication Service. You agree that any Authentication Service is a Third Party Site (as defined below) and you are solely responsible for your interactions with the Authentication Service when accessing the Site or our Services through the Authentication Service.
2.1 License. Subject to the terms of this Agreement, Company grants you a non-transferable, non-exclusive, license to use the Site and Services (if applicable) for your personal, noncommercial use. With respect to Services, no license is granted unless you have been expressly authorized by Company in collaboration with your Water Service Provider; and any applicable authorization and license to use the Services automatically terminates upon any termination of this Agreement or the expiration or termination of our collaboration or commercial agreement with your Water Service Provider.
2.2 Certain Restrictions. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site or Services; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site or Services; (c) you shall not access the Site or Services in order to build a similar or competitive service; and (d) no part of the Site or Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Site or Services shall be subject to the terms of this Agreement. All copyright and other proprietary notices on any Site content must be retained on any copies.
2.3 Modification. Company reserves the right, at any time, to modify, suspend, or discontinue the Site or Services or any part thereof with or without notice subject to the terms of the commercial agreement with your Water Service Provider. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site or Services or any part thereof.
2.4 Ownership. You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Site and Services are owned by Company or Company’s licensors. The provision of the Site and Services does not transfer to you or any third party any rights, title or interest in or to such intellectual property rights. Company and its suppliers reserve all rights not granted in this Agreement.
- USER CONTENT
- ACCEPTABLE USE POLICY. THE FOLLOWING SETS FORTH COMPANY’S ACCEPTABLE USE POLICY:
4.1 You agree not to use the Site or Services to: (a) upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer system or data; (b) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (c) harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (d) interfere with or disrupt servers or networks connected to the Site or violate the regulations, policies or procedures of such networks; (e) attempt to gain unauthorized access to the Site or Services, other computer systems or networks connected to or used together with the Site, through password mining or other means; or (f) harass or interfere with another user’s use and enjoyment of the Site or Services; (g) conduct or promote any illegal activities; (h) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity.
YOU AGREE TO INDEMNIFY AND HOLD COMPANY (AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND REPRESENTATIVES) HARMLESS, INCLUDING WITHOUT LIMITATION FOR REASONABLE COSTS AND ATTORNEYS’ FEES, FROM ANY CLAIM OR DEMAND MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR VIOLATION OF THIS AGREEMENT. COMPANY WILL USE REASONABLE EFFORTS TO NOTIFY YOU OF ANY SUCH CLAIM, ACTION OR PROCEEDING UPON BECOMING AWARE OF IT.
- THIRD PARTY CONTENT, SITES & ADS
6.1 Content from third parties may be made available to you through the Site and/or the Services consistent with our contract with your Water Service Provider. If you are a user of our Services this content has been approved or permitted by your Water Service Provider and is meant to aid in water conservation or to improve your understanding of your water consumption. We do not make any guarantees about the accuracy, currency, suitability, or quality of the information in such content, and we assume no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content made available by third parties or violation of any third party rights related to such content.
6.2 The Site might contain links to third party websites (“Third Party Sites”) to provide additional recommendations and/or information related to our Site or Services. Such Third Party Sites are not under the control of Company and Company is not responsible for any Third Party Sites. Company provides these Third Party Sites only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third Party Sites. You use all Third Party Sites at your own risk. This means Company, or your Water Service Provider, will under no circumstances have any liability to you relating to your use of Third Party Sites. When you link to a Third Party Site, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third Party Sites.
6.3 Release. You hereby release and forever discharge us (and our officers, directors, employees, agents and representatives, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future disputes, claims, controversies, demands, rights, obligations, liabilities, actions and causes of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other Site users or Third Party Sites. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR
THE SITE AND SERVICES ARE PROVIDED AS-IS AND AS AVAILABLE AND WE (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON- INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SITE OR SERVICES: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE.
SOME JURISDICTIONS DO NOT ALLOW CERTAIN EXCLUSIONS OF WARRANTIES, SO IF THE LAW OF SUCH A JURISDICTION APPLIES TO YOU IT IS POSSIBLE THAT NOT ALL OF THE ABOVE EXCLUSION MAY APPLY TO YOU.
- LIMITATION ON LIABILITY
IN NO EVENT SHALL WE (AND OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE SITE OR SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE AND SERVICES ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR (AND OUR SUPPLIERS’) CUMULATIVE LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIFTY US DOLLARS ($50) OR (B) AMOUNTS YOU HAVE PAID COMPANY IN THE PRIOR 12 MONTHS (IF ANY).
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO IF THE LAW OF SUCH A JURISDICTION APPLIES TO YOU IT IS POSSIBLE THAT NOT ALL OF THE ABOVE LIMITATION OR EXCLUSION MAY APPLY TO YOU.
- TERM AND TERMINATION.
SUBJECT TO THIS SECTION, THIS AGREEMENT WILL REMAIN IN FULL FORCE AND EFFECT WHILE YOU USE THE SITE OR SERVICES. EXCEPT AS PROVIDED IN OUR CONTRACT WITH YOUR WATER SERVICE PROVIDER, WE MAY (A) SUSPEND YOUR RIGHTS TO USE THE SITE AND/OR SERVICES (INCLUDING YOUR COMPANY ACCOUNT) OR (B) TERMINATE THIS AGREEMENT, AT ANY TIME FOR ANY REASON AT OUR SOLE DISCRETION, INCLUDING FOR ANY USE OF THE SITE OR SERVICES IN VIOLATION OF THIS AGREEMENT. UPON TERMINATION OF THIS AGREEMENT, YOUR COMPANY ACCOUNT AND RIGHT TO ACCESS AND USE THE SITE AND SERVICES WILL TERMINATE IMMEDIATELY. COMPANY WILL NOT HAVE ANY LIABILITY WHATSOEVER TO YOU FOR ANY TERMINATION OF THIS AGREEMENT, INCLUDING FOR TERMINATION OF YOUR COMPANY ACCOUNT. EVEN AFTER THIS AGREEMENT IS TERMINATED, AND SUBJECT TO ALL APPLICABLE LAWS, THE FOLLOWING PROVISIONS OF THIS AGREEMENT WILL REMAIN IN EFFECT: SECTIONS 2.2, 2.3, 2.4, 3, 4, 5, 6, 8, 9, 10, 11.2, 11.3, 11.4.
- ELECTRONIC COMMUNICATIONS
11.2 Governing Law. This Agreement shall be governed by the laws of the State of California without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. You agree to submit to the personal jurisdiction of the state courts and federal courts located within San Francisco, California for the purpose of litigating all such claims or disputes, and you shall not file a claim or dispute elsewhere. Notwithstanding the foregoing, Company may seek injunctive or other equitable relief to protect our intellectual property rights in any court of competent jurisdiction, in which case you agree to submit the personal jurisdiction of such court(s).
11.4 Copyright/Trademark Information. Copyright © 2010-2015, WaterSmart Software, Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party, which may own the Marks.