End User License Agreement (“Agreement”)
Notice to User (“you”)
This is a legally binding contract between you (either an individual or a single entity) and Harbor Communications, LLC (“Harbor Communications”). By installing, copying, or otherwise using CommPortal Assistant (the “Product”) you agree to be bound by all of the terms and conditions of this Agreement.
The Product is not intended for use by persons under the age of thirteen (13). If you are under 13 years old, you may not use this application or provide Harbor Communications with any personal information. If you are 13 or older but not of legal age to enter into a contract, you should review these terms and conditions with your parent or guardian to make sure that you and your parent or guardian understand these terms and conditions.
By installing, copying, or otherwise using the Product, you affirm that you are either over the age of majority in your jurisdiction of residence or are an emancipated minor or possess legal parental or guardian consent, and that you are fully able and competent to enter into the terms and conditions of this Agreement, and you agree to be bound by all of the terms and conditions of this Agreement.
1. License. Harbor Communications grants you a non-exclusive, non-transferable, limited, revocable license to reproduce and use for personal or internal business purposes the executable code version of the Product provided any copy must contain all of the original proprietary notices. Copies of the Product created or received pursuant to this Agreement are licensed, not sold, and you receive no title to or ownership of any copy of the Product. This license does not entitle you to receive from Harbor Communications hard-copy documentation, technical support, telephone assistance, or enhancements or updates to the Product. You do not acquire under this Agreement any right, title or interest in the Product. If more than one license agreement was provided for the Product, and the terms vary, the order of precedence of those license agreements is as follows: a signed agreement, a license agreement available for review on the Harbor Communications website, a printed or electronic agreement that states clearly that it supersedes other agreements, a printed agreement provided with the Product, an electronic agreement provided with the Product. Harbor Communications may terminate this Agreement at any time, for any reason or no reason. Harbor Communications may also terminate this Agreement if you breach any of its terms and conditions. Upon termination, you shall destroy all copies of the Product.
2. Restrictions. Without Harbor Communications prior written consent, you may not:
(i) Modify or create any derivative works of the Product or documentation, including customization, translation or localization;
(ii) Decompile, disassemble, reverse engineer, “unlock”, attempt to access or otherwise attempt to discover the source code for the Product (unless and to the extent only expressly permitted or required under applicable law);
(iii) Redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer rights to the Product;
(iv) Remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Product; or
(v) publish any results of benchmark tests run on the Product to a third party.
3. Proprietary Rights. Title, ownership rights, and intellectual property rights in the Product shall remain with Harbor Communications and/or its suppliers. The Product is protected by copyright and other intellectual property laws and by international treaties.
5. Disclaimer of Warranty. YOU USE THIS PRODUCT AT YOUR SOLE RISK. THE PRODUCT IS PROVIDED ON AN “AS IS” BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES THAT IT IS FREE OF DEFECTS, VIRUS FREE, ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NEITHER HARBOR COMMUNICATIONS NOR ITS SUPPLIERS OR LICENSORS HAS ANY OBLIGATION TO INDEMNIFY OR DEFEND YOU AGAINST CLAIMS RELATED TO INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. THIS SECTION 5 CONSTITUTES AN ESSENTIAL PART OF THE BASIS FOR THE BARGAIN PURSUANT TO THIS AGREEMENT. NO USE OF THE PRODUCT IS AUTHORIZED HEREUNDER EXCEPT UNDER THE DISCLAIMER AND OTHER PROVISIONS OF THIS SECTION 5.
6. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL HARBOR COMMUNICATIONS AND ITS PARENT, AFFILIATE AND SUBSIDIARY COMPANIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS, AGENTS, SUPPLIERS AND LICENSORS, BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE PRODUCT, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE HARBOR COMMUNICATIONS AND ITS SUPPLIERS AND LICENSORS’ TOTAL CUMULATIVE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE SUM OF THE FEES YOU PAID FOR THIS LICENSE (IF ANY). THE LIABILITIES LIMITED BY THIS SECTION 6 INCLUDE, WITHOUT LIMITATION, LIABILITY FOR NEGLIGENCE EXCEPT THAT NOTHING IN THIS SECTION 6 SHALL LIMIT HARBOR COMMUNICATIONS LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
7. Indemnity. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS HARBOR COMMUNICATIONS AND ITS PARENT, AFFILIATE AND SUBSIDIARY COMPANIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS, AGENTS, SUPPLIERS AND LICENSORS FROM ANY AND ALL THIRD PARTY CLAIMS, LIABILITY, DAMAGES AND/OR COSTS (INCLUDING, BUT NOT LIMITED TO ATTORNEYS’ FEES) ARISING FROM YOUR USE OF OUR PRODUCT, YOUR NEGLIGENCE OR WILFUL MISCONDUCT, YOUR VIOLATION OF THIS AGREEMENT OR YOUR INFRINGEMENT, OF ANY INTELLECTUAL PROPERTY OR OTHER RIGHT OF ANY PERSON OR ENTITY. YOU AGREE TO NOTIFY HARBOR COMMUNICATIONS IMMEDIATELY OF ANY SUCH BREACH, VIOLATION OR INFRINGEMENT KNOWN TO YOU.
8. Export restrictions. You represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You acknowledge that the Product may be subject to U.S. and other countries’ export and import laws. You agree to comply with all applicable international and national laws that apply to Product, including the U.S. Export Administration Regulations, as well as end-user, end-use, and destination restrictions issued by U.S. and other governments. You also agree that you will not use the Product for any purposes prohibited by U.S. or other applicable countries’ laws.
9. Miscellaneous. This Agreement shall be governed by the laws of the sovereign state of Alabama applicable to contracts made and to be performed entirely in the sovereign state of Alabama provided however that no application of conflicts of laws principles shall be effective to modify the application of Alabama law to this Agreement. You and Harbor Communications both agree to submit to jurisdiction and venue in the sovereign of state Alabama. In the event that there is no other effective manner of service, you hereby appoint the Secretary of the sovereign state of Alabama as your agent for purposes of service of process. Harbor Communications may amend this Agreement from time to time, and such amendment will become effective thirty (30) days after you receive notice thereof, download a new version of the Product, or otherwise make or accept any modification to the Product. You understand and agree that your use of the Product after such amendment effective date constitutes your acceptance of the Agreement as amended. If any provision in this Agreement should be held illegal or unenforceable by a court of competent jurisdiction, such provision shall be modified to the extent necessary to render it enforceable without losing its intent, or severed from this Agreement if no such modification is possible, and other provisions of this Agreement shall remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. If you have any questions concerning this Agreement, or if you wish to contact Harbor Communications for any reason, please use the contact information on the World Wide Web at https://www.harborcom.com.
10. Emergency Calls. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE PRODUCT IS NOT INTENDED, DESIGNED OR FIT FOR PLACING, CARRYING OR SUPPORTING EMERGENCY CALLS TO ANY TYPE OF HOSPITALS, LAW ENFORCEMENT AGENCIES, MEDICAL CARE UNIT OR ANY OTHER KIND OF EMERGENCY SERVICE NOR ANY CALL FOR THE PURPOSE OF OBTAINING ASSISTANCE, HELP OR AID IN THE EVENT OF AN EMERGENCY. THERE ARE IMPORTANT DIFFERENCES BETWEEN TRADITIONAL TELEPHONE SERVICES AND THE PRODUCT. YOU ACKNOWLEDGE AND AGREE THAT IT IS YOUR RESPONSIBILITY TO OBTAIN, SEPARATELY FROM THE PRODUCT, TRADITIONAL WIRELESS (MOBILE) OR FIXED LINE TELEPHONE SERVICES THAT OFFER ACCESS TO EMERGENCY SERVICES, AND THAT THE PRODUCT IS NOT A REPLACEMENT FOR YOUR PRIMARY TELEPHONE SERVICE. NEITHER HARBOR COMMUNICATIONS NOR ANY OF ITS PARENT, AFFILIATE AND SUBSIDIARY COMPANIES, NOR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS, AGENTS, LICENSORS AND SUPPLIERS, ARE OR WILL BE LIABLE TO YOU OR ANY THIRD PARTY, WHETHER BASED UPON WARRANTY, CONTRACT, TORT (REGARDLESS OF THE DEGREE OF FAULT), INFRINGEMENT, STRICT LIABILITY OR OTHERWISE, IN ANY RESPECT FOR ANY CLAIMS, LOSSES OR DAMAGES (AND YOU HEREBY WAIVE ANY AND ALL SUCH CLAIMS OR CAUSES OF ACTION) ARISING EITHER DIRECTLY OR INDIRECTLY FROM THE USE OF, OR THE INABILITY TO USE, THE PRODUCT FOR EMERGENCY CALLS TO EMERGENCY SERVICES AND FOR CALLS FOR THE PURPOSE OF OBTAINING ASSISTANCE, HELP OR AID IN THE EVENT OF ANY EMERGENCY, EVEN IF HARBOR COMMUNICATIONS OR ITS SUPPLIERS OR LICENSORS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIMS, LOSSES OR DAMAGES.
11. Prohibited Uses. You may not use, encourage, promote, facilitate or instruct others to use the Product for any illegal, harmful or offensive use, or to transmit, store, display, distribute or otherwise make available content that is illegal, harmful or offensive. You agree that your use of the Product shall in no way and to no extent, whether directly or indirectly, adversely affect, impede or otherwise hinder or disrupt the functionality or performance of the platform on which the Product runs. Prohibited activities or content include:
(i) Illegal Activities. Any activities that violate any applicable laws, rules or regulations.
(ii) Harmful or Fraudulent Activities. Activities that may be harmful to other users of the Product, operations, or reputation, including without limitation offering or disseminating fraudulent goods, services, schemes or promotions (e.g., Make-Money-Fast Schemes, Ponzi and Pyramid Schemes, Phishing or Pharming), or engaging in other deceptive practices.
(iii) Infringing Content. Content that infringes or misappropriates the intellectual property or proprietary rights of others.
(iv) Offensive Content. Content that is defamatory, obscene, abusive, and invasive of privacy, offensive, indecent or otherwise objectionable.
(v) Harmful Content. Content or other computer technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program or data, including viruses, Trojan horses, worms, time bombs or cancelbots.
(vi) Spam. Spam-related activities, including the distribution, publication, sending, or facilitating of unsolicited mass e-mailings, promotions, advertising or solicitations (like “spam”), including commercial advertising and informational announcements.
(vii) Security Violations. Use of the Product to violate the security or integrity of any network, computer or communications system, software application or network or computing device.
(viii) Commercial or Unauthorized Use. Use of the Product for any revenue generating endeavour, commercial enterprise or other purpose which is not authorized under this Agreement or for which it was not designed.
(ix) Network Abuse. Use of the Product to carry out network abuse, including denial of service attacks or intentional interference with the proper functioning of any network, computer or communications system, software application or network or computing device.