By creating an account with Tandemloc, Inc. (hereinafter TANDEMLOC), accessing documents on the website, downloading or accessing TANDEMLOC information, and the use of any TANDEMLOC product, design, drawing, or information (collectively referred to as the "Products" or "Services") or accessing or using any content within the Products, you agree to be bound by these Terms and Conditions of Use and Privacy Policy (collectively referred to as "Terms of Use").
YOU ARE REQUIRED TO ACCEPT THESE TERMS OF USE BEFORE PROCEEDING TO REGISTER FOR AN ACCOUNT OR ACCESS CONTENT AND INFORMATION REGARDING THE PRODUCTS AND SERVICES
Use of TANDEMLOC Services and Products
TANDEMLOC grants you a limited, revocable, non-exclusive, and non-transferable license to access the information and content regarding the Products and Services found on the TANDEMLOC website ("Website"). Such license is bound by these Terms of Use.
Compliance with Terms of Use
You are only authorized to use Website if you agree to abide by all applicable laws and to the terms of these Terms of Use. IF, AFTER READING THESE TERMS OF USE, YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF USE, YOU MUST LEAVE WEBSITE AND DISCONTINUE USE OF WEBSITE IMMEDIATELY. If you remain on Website, or return thereafter, you shall be deemed to have accepted to be bound by these Terms of Use.
Account Registration
Account Registration is required before you may access the Website. As part of registration, TANDEMLOC may request certain personal information from you in order to create an account ("Account"). You must provide TANDEMLOC with accurate, complete, and updated information. If you fail to provide accurate, complete, or updated information, TANDEMLOC may deny or terminate your Account with or without notice to you.
YOU ACKNOWLEDGE THAT TANDEMLOC MAY COLLECT AND STORE YOUR NAME, USERNAME, PASSWORD, EMAIL ADDRESS, AND ANY OTHER PERSONAL INFORMATION YOU CHOOSE TO PROVIDE TO TANDEMLOC ONLINE OR OFFLINE.
Restrictions on Use
By use of the Website you agree to the following restrictions of use:
- You shall not use any content or information on this Website or any content or information within the Products, except for the exclusive and sole purpose of evaluating whether to engage the Services of TANDEMLOC.
- You shall not create an anonymous account or use a false name or email address to register for an account.
- You shall not copy, modify, make derivative works, reverse engineer, or translate any information or content relating to the Products.
- You shall not make any information provided to you by TANDEMLOC, whether obtained directly or indirectly, available to a third party.
- You shall not reverse engineer, decompile, or take other action to reproduce or replicate any and all of the Products or Confidential Information (as defined below) currently within your possession or that will be received related to the Products, Services or sales thereof, nor will you allow any other party to reverse engineer, decompile, or take other action to reproduce or replicate any and all of the Products or Confidential Information.
- You shall not take any action that would delete, alter, obscure, or otherwise diminish any notice (including but not limited to any copyright or other proprietary notice) that appears in the Products or on the Website.
- You shall not avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure protecting Website.
- You shall not reformat or frame any part of the Website.
- You shall not use the Website or the Products contained thereon in violation of any applicable law, regulation, or ordinance.
- You shall not use the Website or the Products contained thereon in violation of these Terms of Use.
Ownership of Content and Proprietary Rights
TANDEMLOC owns and retains all proprietary rights in Website and information and content related to the Products. Website contains certain protected materials such as trademarks, copyrights, and other proprietary information of TANDEMLOC and its licensors ("Protected Materials"). Except for any information, which is in the public domain, you may not copy, modify, translate, reverse engineer, publish, transmit, distribute, perform, display, or sell any such Protected Materials or information without the express written consent of TANDEMLOC.
By creating an account, accessing the Website, or using the Products, you receive no ownership rights, interests, or permission to use such Products beyond what is permitted in these Terms of Use.
Copyrights
Subject to your compliance with these Terms of Use, TANDEMLOC grants you a limited, revocable, non transferable, non sublicensable right to access, view, and print information provided on the Website, only for your exclusive use to evaluate and engage the Services of TANDEMLOC. You may not (i) distribute any information or content on the Website or derived there from to third parties, (ii) use any information or content derived thereof commercially, except as may be permitted by a separate license explicitly attached to a particular Product, or (iii) otherwise copy, modify, distribute, publicly display, or perform any information or content derived thereof, except as such acts may be permitted by a separate license explicitly attached to such information or Product.
You may not copy, modify, reverse-engineer, translate, publish, broadcast, transmit, distribute, perform, display, or sell any content, including Products, appearing on Website.
Digital Millennium Copyright Act
TANDEMLOC respects the intellectual property rights of others. Therefore, pursuant to the Digital Millennium Copyright Act ("DMCA"), TANDEMLOC has registered the following DMCA Agent:
All claims of copyright infringement shall be sent to TANDEMLOC's DMCA Agent:
WASLAW, LLC
PO Box 867
New Bern, NC 28563-0867
The DMCA requires that such copyright infringement claims ("DMCA Notification") contain certain information (please see 17 U.S.C. 512(c)(3) for requirements). Upon receipt of a valid DMCA Notification, the DMCA Agent shall direct for the expeditious removal, or disablement of access to, the material claimed to be infringing or the subject of infringing activity. If the DMCA Notification fails to comply with the DMCA requirements, the DMCA Agent shall take no action.
Trademarks
All trademarks, service marks, and logos used on Website are the sole property of TANDEMLOC and/or its partners. These marks include, but are not limited to, TANDEMLOC, TANDEM AUTOLOC, and other TANDEMLOC graphics, logos, designs, page headers, button icons, scripts, and service names that are protected by U.S. and international copyright, trademark, and other intellectual property laws. All content created by TANDEMLOC, its partners, or its suppliers and included on Website, such as text, logos, graphics, images, java script code, HTML code, and other software, is the property of TANDEMLOC, or its partners or suppliers. TANDEMLOC's trademarks and trade dress may not be used, including as part of trademarks, links, and/or as part of domain names, and may not be copied, or imitated, in whole or in part, without the prior written permission of TANDEMLOC.
You do not have any rights or licenses to use any trademarks, service marks, logos, or any other proprietary information contained on Website. You shall not use any meta tags or other hidden text or metadata utilizing the TANDEMLOC name, trademarks, URL, or product names without TANDEMLOC's express written consent.
Confidential Information
"Confidential Information," as used herein, shall mean any and all samples, methods, software, material, specifications, sketches, data, drawings, schematics, designs, processes, test results, compilations, all information relating to pricing, and any other documents, ideas, concepts or knowledge which TANDEMLOC discloses to you. Confidential Information includes such information previously exchange by TANDEMLOC to you.
TANDEMLOC may disclose Confidential Information to you, either directly or indirectly, through the Website or by direct contact, for the purpose of engaging TANDEMLOC to provide Products or Services to you or as necessary to perform other tasks as you and TANDEMLOC may agree to from time to time. You hereby agree to maintain and protect the confidentiality of all Confidential Information disclose to you by TANDEMLOC.
You agree to execute a separate Confidential Agreement if required by TANDEMLOC.
Modification of Terms
TANDEMLOC reserves the right, in its sole discretion, to change, modify or otherwise alter these Terms of Use at any time without further notice. Such modifications shall become effective immediately and will be posted on the Website. Your continued use of the Website after any such changes constitutes your acceptance of the modified Terms of Use. It is your sole responsibility to review these Terms of Use on a regular basis. If you do not agree to abide and be bound by these or any future Terms of Use, you should immediately notify TANDEMLOC to cancel your account and cease from visiting, viewing, or accessing the Website. These Terms of Use shall survive the termination of your account with TANDEMLOC and any use by you of the Website.
LIABILITY AND DISCLAIMERS
Use of the Website and all information and documentation found thereon is at your sole risk. TANDEMLOC does not guarantee any specific results from use of the Website or any of the information or documentation found thereon. No advice or information, whether oral or written, you obtain from TANDEMLOC, or from or through use of Website shall create any warranty not expressly stated herein.
TANDEMLOC assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of Website or any of the information or documentation found thereon. TANDEMLOC is not liable for any problems or technical malfunction caused by any of the equipment or programming associated with or utilized by Website.
WEBSITE AND ALL INFORMATION AND DOCUMENTATION FOUND THEREON IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, WARRANTIES OF MERCHANTABILITY, OR WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE.
IN NO EVENT SHALL TANDEMLOC OR ITS DIRECTORS, OFFICERS, SHAREHOLDERS, OR EMPLOYEES BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY DIRECT OR INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, ANY LOST PROFITS OR LOST DATA, ARISING FROM YOUR ACCESS OF, USE OF, OR RELIANCE ON WEBSITE OR ANY WEBSITE CONTENT OR OTHER MATERIALS ON OR ACCESSED THROUGH WEBSITE, EVEN IF TANDEMLOC IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TANDEMLOC IS NOT RESPONSIBLE OR LIABLE FOR THE CONDUCT OF ANY OTHER USER, WHETHER ONLINE OR OFFLINE. UNDER NO CIRCUMSTANCES SHALL TANDEMLOC BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY OR DEATH, RESULTING FROM ANY YOUR USE OF WEBSITE, ANY CONTENT POSTED ON WEBSITE OR TRANSMITTED TO YOU, OR ANY INTERACTIONS BETWEEN OR AMONG USERS, WHETHER ONLINE OR OFFLINE.
Indemnification
YOU SHALL DEFEND, INDEMNIFY, AND HOLD TANDEMLOC AND ITS OFFICERS, DIRECTORS, SHAREHOLDERS, AND EMPLOYEES, HARMLESS FROM ANY LOSS, DAMAGE, CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEY FEES, ARISING OUT OF: (I) YOUR USE OR MISUSE OF WEBSITE; (II) YOUR CONNECTION TO WEBSITE; (III) YOUR VIOLATION OF ANY OF THESE TERMS OF USE; OR (IV) YOUR VIOLATION OF ANY REPRESENTATION OR WARRANTY MADE BY YOU TO TANDEMLOC.
Your defense and indemnification obligations shall survive these Terms of Use and your use of Website. You are solely responsible for your own actions when using Website, including, but not limited to, costs incurred for Internet access.
Passwords
All Accounts are password protected. When you create your Account, you will be prompted to choose a username and password. You shall not disclose your username or password to any third party or permit any third party the use of your username or password. You are solely responsible for maintaining the confidentiality of your username and password and for any and all activities that occur under that name and password. You shall immediately notify TANDEMLOC if you have any suspicion that an unauthorized party is accessing your Account. You may change your password at any time. You may set up new Accounts and close active Accounts at anytime.
TANDEMLOC has implemented protective measures to store and maintain your information. Such protective measures will attempt to limit access to your personal information. Please note that despite TANDEMLOC's efforts, factors beyond TANDEMLOC's control may result in disclosure of your information. Accordingly, TANDEMLOC is not in a position to guarantee that your information will be secure under all circumstances.
Consent to Electronic Communication and Solicitation
By registering an Account, you understand that TANDEMLOC may send you communications or data from TANDEMLOC including but not limited to: (i) notices about your use of the Products and Services, including any notices concerning violations of use: (ii) updates: and (iii) promotional information and materials regarding the Products and Services, via electronic mail.
Privacy
Currently, Tandemloc, Inc’s cardholder environment consists only of limited payment applications (typically point-of-sale systems) connected to the internet, but does not include storage of cardholder data on any computer system.
Tandemloc, Inc will mask the display of PANs (primary account numbers), and limit viewing of PANs to only those employees and other parties with a legitimate need. A properly masked number will show only the first six and the last four digits of the PAN.
Choice of Law
Any dispute between you and TANDEMLOC shall be governed by the laws of the State of North Carolina without regard to principles of conflict of laws.
Mergers, Acquisitions and Bankruptcy
In the event that TANDEMLOC is acquired by or merged with any third party entity, TANDEMLOC reserves the right, in any of these circumstances, to transfer or assign the licenses obtained from you and any information TANDEMLOC has collected from you.
In the unlikely event of TANDEMLOC's bankruptcy, insolvency, reorganization, receivership, or assignment for the benefit of creditors, or the application of laws or equitable principles affecting creditors' rights generally, TANDEMLOC may not be able to control how your personal information is treated, transferred, or used.
Entire Agreement
These Terms of Use, any product disclaimers, and any order form and payment method instructions, if any, constitute the entire agreement between you and TANDEMLOC. You acknowledge that you have not entered into this agreement in reliance upon any statement, warranty or representation made by TANDEMLOC or any other person or entity and you irrevocably and unconditionally waive any rights to claim damages and/or to rescind these Terms of Use by reason of any misrepresentation (other than a fraudulent misrepresentation) that is not contained in the Terms of Use, our Privacy Policy, any product disclaimers, and any order form and payment method instructions.
Severability
If any provision or term of these Terms of Use shall become or be declared illegal, invalid or unenforceable for any reason whatsoever, such term or provision shall be divisible from the other terms and conditions and shall be deemed to be deleted from them.
Waiver
Failure or delay by either party enforcing an obligation or exercising a right under these Terms of Use does not constitute a waiver of that obligation or right.
ND: 4817-1466-8042, v. 1
