Veterinary
Laboratory Association (VLA) Quality Assurance System –
http://vla.timelessveterinarysystems.com/
EFFECTIVE DATE: June 1, 2010
IMPORTANT
READ CAREFULLY:This End User License
Agreement (hereafter, EULA) is a legal agreement between YOU, the user, and
Timeless Veterinary Systems Inc. (hereafter, Timeless) and the Veterinary
Laboratory Association (hereafter, VLA) for the Internet-Based Software that
accompanies this EULA.
IF YOU ARE
NOT PART OF, OR AN EMPLOYEE OF, A LABORATORY THAT HAS A LICENSED AGREEMENT WITH
TIMELESS AND VLA FOR THIS SOFTWARE YOU ARE NOT AUTHORIZED TO ACCESS TO LOGIN OR
USE THIS SOFTWARE.
YOU AGREE
TO BE BOUND BY THE TERMS OF THIS EULA BY USING THE SOFTWARE. IF YOU DO NOT AGREE, DO NOT ACCESS, LOGIN OR
USE THE SOFTWARE. IF YOU ACCESS, LOGIN OR USE THIS SOFTWARE YOU ARE BOUND BY
THIS AGREEMENT.
SCOPE OF GRANT
You may:
Timeless
grants to you a non-exclusive, non-sub licensable, license
to use this version of the Timeless VLA Quality Assurance System in browser
based executable form for execution over the Internet.
You may
not:
1. Copy the
documentation (including policies/procedures/user manual) which accompanies the
Timeless VLA Quality Assurance System;
2. Sublicense,
rent, lease or sell any portion of the Timeless VLA Quality Assurance System;
3. Reverse
engineer, decompile, disassemble, modify, translate, reconstruct or make any attempt
to discover the source code or resources of the Timeless VLA Quality Assurance
System or create derivative works based on the Timeless VLA Quality Assurance
System;
4. Use or
access a previous version of the Timeless VLA Quality Assurance System after an
upgraded version has been made available as a replacement of the prior version;
5. Use any
Timeless Internet-based services associated with the Timeless VLA Quality
Assurance System in any manner that could damage, disable, overburden, or
impair such services or interfere with any other party's use of them or;
6. Attempt
to gain unauthorized access to any service, account, computer systems or
networks associated with the Timeless VLA Quality Assurance System.
TITLE
Title,
ownership rights, copyrights, trademarks and intellectual property rights in
the Timeless VLA Quality Assurance System shall remain with Timeless. The Timeless VLA Quality Assurance System is
protected by Canadian and International copyright laws and other intellectual
property laws and treaties. Title and related rights to the content accessed
through the Timeless VLA Quality Assurance System is the property of the
applicable content owner and may be protected by applicable law. This license
gives you no rights to such content.
TERMINATION
The license
will terminate automatically if you fail to comply with the terms and
conditions of this EULA. On termination, you must destroy all access to and documentation
for the Timeless VLA Quality Assurance System.
DISCLAIMER OF WARRANTY
The Timeless
VLA Quality Assurance System is provided on an AS IS basis, without warranty of
any kind, including without limitation the warranties of merchantability,
fitness for a particular purpose and non-infringement. The entire risk as to
the quality and performance of the Timeless VLA Quality Assurance System is
born by you. Timeless does not warrant that your use of the Timeless VLA
Quality Assurance System will be uninterrupted or that the operation of the Timeless
VLA Quality Assurance System will be error-free or secure. Should the Timeless
VLA Quality Assurance System prove defective, Timeless does not assume the cost
of any service and repair. THERE IS NO WARRANTY OR CONDITION OF ANY KIND. This
disclaimer of warranty constitutes an essential part of the agreement.
NO OTHER
WARRANTIES: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TIMELESSAND ITS
SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING,
BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTIBILITY AND FITNESS FOR A
PARTICULAR PURPOSE WITH REGARD TO THE SOFTWARE, ANY ACCOMPANYING WRITTEN
MATERIALS, AND ANY ACCOMPANYING HARDWARE.
INDEMNIFICATION
You agree
to use the Timeless VLA Quality Assurance System to enter and transmit only
those materials and data for which you have the necessary copyright permissions
and/or clearances. You agree to hold harmless, indemnify and defend Timeless,
its officers, directors and employees from and against any losses, damages,
fines and expenses (including attorney's fees and costs) arising out of or
relating to any claims that you have entered and/or transmitted materials
and/or data in violation of another party's rights. If you are importing the
Software from Canada,
you agree to indemnify and hold Timeless harmless from and against any import
duties or other claims arising from the importation.
LIMITATION OF LIABILITY
UNDER NO
CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL
TIMELESS OR ITS SUPPLIERS OR RESELLERS
BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DIRECT, INDIRECT, SPECIAL,
INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF
OR INABILITY TO USE THE TIMELESS VLA QUALITY ASSURANCE SYSTEM INCLUDING,
WITHOUT LIMITATION, DAMAGES FOR LOSS OF LIFE, PERSONAL INJURY, ILLNESS OR OTHER
HEALTH RELATED PROBLEM, GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR
MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF (i) TIMELESS OR ANY AUTHORIZED TIMELESS REPRESENTATIVE HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, OR (ii) FOR ANY CLAIM BY ANY OTHER PARTY. NO ORAL
OR WRITTEN INFORMATION OR ADVICE GIVEN BY TIMELESS OR ITS DEALERS,
DISTRIBUTORS, AGENTS, OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANYWAY
INCREASE THE SCOPE OF THIS WARRANTY AND YOU MAY NOT RELY ON ANY SUCH
INFORMATION OR ADVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR
LIMITATION OF DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.
REASONABLE ALLOCATION OF RISK
You
acknowledge and agree that the fees and other amounts payable in respect of Timeless
VLA Quality Assurance System are based on the allocation of risk and
limitations of liability provided under this Agreement.
GOVERNING LAW
This
agreement shall be construed in accordance with the laws prevailing in the Province
of Prince Edward Island, Canada from time to time and the parties agree that
any legal suit, action, or proceeding arising out of or relating to this
Agreement may be instituted in solely in the Courts of the Province of Prince
Edward Island, and the parties hereby accept and irrevocably submit and attorn to the jurisdiction of the said Courts without
regard to conflicts of law and acknowledge the competence of such Courts and
agree to be bound by any judgment thereof.
SEVERABILITY
If any one
or more of the provisions contained in this Agreement is invalid, illegal or
unenforceable in any respect in any jurisdiction, the validity, legality and
enforceability of such provision or provisions shall not, in any way, be
affected or impaired thereby in any other jurisdiction and the validity and
enforceability of the remaining provisions contained herein shall not, in any
way, be affected or impaired thereby.
ASSIGNMENT
You may not
assign or transfer any of your rights or obligations hereunder without the
prior consent of Timeless, which consents may not be arbitrarily or
unreasonably withheld.
ADDITIONAL SOFTWARE/SERVICES
This EULA
applies to updates, supplements, add-on components, or Internet-based services
components, of the Timeless VLA Quality Assurance System that Timeless may
provide to you or make available to you after the date you begin to use the
Timeless VLA Quality Assurance System, unless they are accompanied by separate
terms.Timeless reserves the right to
discontinue Internet-based services provided to you or made available to you
through the use of the Timeless VLA Quality Assurance System.
PRIVACY AND SECURITY
You
acknowledge that you send to Timeless and that Timeless collects certain
information regarding the use and users of the Timeless VLA Quality Assurance
System, including certain personally identifiable information. You hereby consent to Timeless’ collection and
use of such information for the purposes and in keeping with purpose for the
administration, support and marketing of the Timeless VLA Quality Assurance
System.We may contact you by email, fax or telephone
for the purpose for the administration, support and marketing of the Timeless
VLA Quality Assurance System from time to time. We may also notify you about
new Timeless products, services, special offers and information that might be
of interest to you.You hereby consent
to Timeless contacting you from time to time. If you do not wish to receive these
notifications, you may notify us by email at: support@timelessveterinarysystems.com.
MISCELLANEOUS
NOTICE:Timeless may deliver any notice to you via
pop-up window, dialog box or other means, even though you may not receive the
notice unless and until you launch the Timeless VLA Quality Assurance System.
Any such notice will be deemed delivered on the date Timeless first makes it
available through the Timeless VLA Quality Assurance System, irrespective of
when you actually receive it.This
Agreement was originally prepared in the English language. Although Timeless
may provide one or more translations for your convenience, the English version
will control in the case of any conflict or discrepancy.
ENTIRE AGREEMENT
This EULA
(including any addendum or amendment to this EULA which is included with the
Timeless VLA Quality Assurance System) is the entire agreement between you and
Timeless relating to the Software and the support services (if any) and they
supersede all prior or contemporaneous oral or written communications,
proposals and representations with respect to the Software or any other subject
matter covered by this EULA.To the
extent the terms of any Timeless policies or programs for support services
conflict with the terms of this EULA, the terms of this EULA shall
control.If any provision of this EULA
is held to be void, invalid, unenforceable or illegal, the other provisions
shall continue in full force and effect
Timeless may, at its sole option, at any time, enact changes to this EULA without prior
notice.
