This is an Agreement (“Agreement”) between eInnotech Consulting LLC (training division SecuRetain) (“SecuRetain”) and the individual who is viewing this online Agreement (“End User”, “You”, or “Your”). Before accessing the SecuRetain computer software, which contains SecuRetain content, along with associated documentation, media, and “online” or electronic documentation, and other content and updates (the “SecuRetain Products”), You must agree to the terms and conditions contained in this License Agreement. Upon your acceptance of the terms and conditions, which is implied by your continued use of the SecuRetain Products, SecuRetain grants End User or You a license (the “License”) to use and access the SecuRetain Products based on the following terms and conditions:
BY ACCESSING THE SECURETAIN PRODUCTS, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY IT. IF YOU DO NOT AGREE TO ANY OF THE TERMS YOU SHALL NOT ACCESS THE SECURETAIN PRODUCTS.
SecuRetain grants You, subject to SecuRetain’s receipt of all appropriate license fees, a personal, restricted, non-exclusive, non-transferable, non-sharable, revocable license to access and use the SecuRetain Products solely for your purposes and solely from the SecuRetain website. Additional conditions are listed in the point 2 Restrictions on use, copy, print, modify, adapt, create derivative works from, market, deliver, rent, lease, sublicense, make, have made, assign, pledge, transfer, import, reproduce, distribute, sell, offer to sell, publicly perform, publicly display, or otherwise grant rights to the SecuRetain Products.
If the SecuRetain Products are being licensed for hosting by You, You may use one copy of the Products only on a single computer and a single terminal, work station or other device for which the SecuRetain Products were designed (“Computer”) solely for development of Internet-based training applications relating to Your or Your employer’s business and You may install and execute the SecuRetain Products solely in Executable Code form (which means the fully compiled version of a software program that can be executed by a computer and used by You without further compilation) for Your personal use at Your or Your employer’s facilities as may be needed. The training programs cannot be modified by You as the programs still has the sole ownership SecuRetain.
The License granted hereunder is personal to You. You must not transfer any of the rights granted to you under this Agreement, nor may You permit third parties, including but not limited to your subsidiaries and affiliates, to benefit from the use or functionality of the SecuRetain Products. Any attempt by You to transfer any of the rights, duties or obligations hereunder is void. The SecuRetain Products are licensed as a single product; they may not be shared or used concurrently on more than one Computer or by more than one user at a time, except as set forth in this paragraph. The SecuRetain Product is “in use” on a Computer when it is loaded into the permanent memory (e.g., a hard disk or other storage device) or loaded into the temporary memory (e.g., RAM) of a Computer. You may not use, copy, print, modify, adapt, create derivative works from, market, deliver, rent, lease, sublicense, make, have made, assign, pledge, transfer, import, reproduce, distribute, sell, offer to sell, publicly perform, publicly display, or otherwise grant rights to the SecuRetain Products, or any copy thereof, in whole or in part, except as expressly provided in this Agreement. You may not reverse engineer, disassemble, decompile, or translate the SecuRetain Products, or otherwise attempt to derive the source code, structural framework or the data records of the Products, or authorize any third party to do any of the foregoing. You may not loan, resell for profit, or distribute the SecuRetain Products, or any part thereof in any way including, but not limited to, making the SecuRetain Products available to any other individual via shared access to a single computer, a computer network, or access information, which may include the log-in name and password or other authentication data for the SecuRetain Products.
4. RESTRICTIONS ON COPIES OF THE PRODUCT
You may not remove any proprietary notices or labels from the SecuRetain Products. You may not make copies of the SecuRetain Products, copy the printed materials or documentation accompanying the SecuRetain Products or give copies to another person, or duplicate the SecuRetain Products by any other means, including electronic transmission, except as specifically set forth herein. If You are hosting the SecuRetain Products, You may store or install a copy of the SecuRetain Products on a storage device, such as a network server, used only to install or run the SecuRetain Products on your other computers over an internal network; however, you must acquire and dedicate a license for each separate Computer on or from which the SecuRetain Product is installed, used, accessed, displayed or run. In addition, although You are encouraged to make a backup copy of the SecuRetain Products for your own use, you are not allowed to make more than two copies for backup purposes, provided that the copy You make contains all of the proprietary notices contained on the SecuRetain Products. You may print one copy of a study kit (study materials provided electronically) solely in accordance with the instructions provided to You regarding the specific study kit transmitted to You.
WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SECURETAIN PRODUCTS TO ANY SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED.
The SecuRetain Products (including but not limited to all copyrights, patents, patent applications, trade secret rights, trademarks, source code, text and any images, photographs, icons, graphics, animations, video, audio, music, and all other media incorporated into the SecuRetain Products) are the property of SecuRetain or its licensor(s) and supplier(s) and are protected by U.S. and international copyright and other intellectual property laws and treaties. The SecuRetain Products are licensed, not sold, to You for use only under the terms of this Agreement, and SecuRetain reserves all rights not expressly granted to You. SecuRetain and SecuRetain Products referenced in the SecuRetain Products are either trademarks or registered trademarks of SecuRetain. Other product and company names mentioned in the SecuRetain Products may be the trademarks of their respective owners. For clarification, You shall have no ownership or other right, title or interest in and to the SecuRetain Products, including but not limited to all copyright, and trademark rights, except as provided herein, such rights have been expressly reserved by SecuRetain. You also agree that you will indemnify SecuRetain for all costs, expenses and damages incurred by SecuRetain as a result of your infringement of SecuRetain’s intellectual property rights in or to the SecuRetain Products.
Subscriber agrees to pay the appropriate fee corresponding to the Services that it wishes to access for the applicable Subscription Term (“Subscription Fee”).
Recurring charges are billed in advance of service. Subscriber agrees to provide the Company with valid, up-to-date, and complete debit/credit card, contact and billing details. Subscriber further authorizes the Company to bill such debit/credit card on the Effective Date (and corresponding Renewal Dates, if appropriate) for the Subscription Fee due for the Subscription Term (and Renewal Term). If, for any reason, Subscriber’s credit/debit card company refuses to pay the amount billed for the Services, Subscriber agrees that Company may, at its option, suspend or terminate Subscriber’s subscription to the Services and require Subscriber to pay the overdue amount by other means acceptable to the Company.
7. TERM AND RIGHT TO ACCESS
Your right to access the SecuRetain Products pursuant to the terms and conditions of this Agreement begin on the start date agreed between You and SecuRetain when you order the SecuRetain Products. This Agreement is deemed accepted by You and commences upon Your using the SecuRetain Products. The License granted to You will terminate on the earlier of the end of the last day that You are granted access to the particular SecuRetain Product that You licensed., or the term of the license set forth in your contract with SecuRetain. You agree that sections 2 (“Restrictions”), 3 (“Ownership”), 7 (“Warranty; Disclaimer”), 8 (“Limitation of Liability”), 11 (“Export Law”), and 12 (“General”) will survive termination of the License granted under this Agreement and expiration or termination of this Agreement.
8. AVAILABILITY OF WEBSITE
Subscriber recognizes that the traffic of data through the Internet may cause delays during the download of information from the Website and accordingly, it shall not hold the Company liable for delays that are ordinary in the course of Internet use. Subscriber further acknowledges and accepts that the Website will not be available on a continual twenty-four-hour basis due to such delays, or delays caused by the Company's upgrading, modification, or standard maintenance of the Website.
9. INTELLECTUAL PROPERTY RIGHT
The Services are owned by the Company, its licensors, or other providers of such material, and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
No right, title, or interest in or to the Services or any portion thereof, is transferred to any Subscriber or Authorized End User, and all rights not expressly granted herein, are reserved by the Company.
The Company name, the Company logo, and all related names, logos, product, and service names, designs and slogans, are trademarks of the Company or its affiliates or licensors. Subscriber may not use such marks without the prior written permission of the Company. All other names, logos, product, and service names designs and slogans on this Website are the trademarks of their respective owners.
This Agreement will terminate immediately without notice to You if You breach any term or condition of this Agreement. SecuRetain reserves the right to modify or terminate this Agreement, or any of its services and/or product offerings at any time without notice to You. You may terminate this Agreement at any time by notifying SecuRetain in writing. Upon receipt of notice of termination, the license shall cease, and You shall promptly destroy, or return to SecuRetain and SecuRetain Products in Your possession or control. Further, in the event of a termination or expiration of any agreement between SecuRetain and a third-party supplier of content, your right to access and use such content shall expire.
11. THIRD-PARTY SOURCES
You acknowledge that the SecuRetain Products may incorporate information that is proprietary to one or more third party(ies) as well as third party software. Such third party(ies) and SecuRetain suppliers are third party beneficiaries of this Agreement with the authority to enforce those portions of this Agreement that are relevant to the agreements they have with SecuRetain directly against You
12. OPEN SOURCE SOFTWARE
Software used in creating products is owned by third parties including some of the Open Source Software. Each item of Open Source Software is licensed under the terms of the end-user license that accompanies such Open Source Software. You agree to comply with the terms of the applicable Open Source Software licenses. Nothing in this document limits Your rights under, or grants. Additional information is available by written request to the following email id email@example.com.
13. CONTENT MAINTAINED BY SECURETAIN
You acknowledge and agree that: (a) SecuRetain may, from time to time, elect to update the SecuRetain Products, but SecuRetain does not warrant or guarantee that any SecuRetain Products will be updated, or that any updates will be made available to You, at any time during the term of this Agreement; (b) SecuRetain does not assume, and expressly disclaims, any obligation to obtain and include any information in the SecuRetain Products; (c) SecuRetain is not advocating the use of any product described in the SecuRetain Products (or elsewhere), nor is SecuRetain responsible for misuse of a product due to typographical or other errors in the SecuRetain Products, Your negligence or otherwise; (d) You agree to seek additional information on any product from the manufacturer; and (e) You will use the content included in the SecuRetain Products only as a reference aid, and that such content is not intended to be (nor should it be used as) a substitute for the exercise of professional judgment. In view of the possibility of human error or changes in technology, You should confirm the content in the SecuRetain Products through independent sources.
14. COMPANY OBLIGATIONS
The Company will use commercially reasonable efforts to enable the Services to be accessible, except for scheduled maintenance and required repairs, and except for any interruption due to causes beyond the reasonable control of, or not reasonably foreseeable by the Company, including, but not limited to, any Force Majeure Event (as defined below).
15. WARRANTY DISCLAIMER
THE SECURETAIN PRODUCTS ARE PROVIDED TO YOU “AS IS” AND “WITH ALL FAULTS.” SECURETAIN AND ITS AFFILIATES, AGENTS, DISTRIBUTORS, SUPPLIERS AND LICENSORS: (A) CANNOT AND DO NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENCY OR NON-INFRINGEMENT OF THE SECURETAIN PRODUCTS PROVIDED HEREUNDER OR THAT YOUR USE OF THE SECURETAIN PRODUCTS WILL BE ERROR-FREE OR UNINTERRUPTED, FREE FROM OTHER FAILURES OR WILL MEET YOUR REQUIREMENTS OR FUNCTION IN ACCORDANCE WITH RELATED DOCUMENTATION IN EVERY COMBINATION OF HARDWARE PLATFORM, SOFTWARE ENVIRONMENT AND PRODUCT CONFIGURATION; AND (B) EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, GUARANTEES, AND CONDITIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OR FCONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. ANY USE OF THE SECURETAIN PRODUCTS IS ENTIRELY AT YOUR OWN RISK, INCLUDING THE RISK FOR SELECTING THE SECURETAIN PRODUCTS TO ACHIEVE YOUR INTENDED RESULTS AND PERFORMANCE, AND FOR INSTALLATION AND USE OF THE SECURETAIN PRODUCTS.
16. LIMITATION OF LIABILITY
EXCEPT WHERE THIS LIMITATION OF LIABILITY WOULD BE VOID OR INEFFECTIVE UNDER APPLICABLE STATUTE OR REGULATION, NEITHER SECURETAIN NOR ITS AFFILIATES, AGENTS, LICENSORS, DISTRIBUTORS OR SUPPLIERS SHALL BE LIABLE UNDER ANY CLAIM, DEMAND OR ACTION ARISING OUT OF OR RELATING TO YOUR USE OF THE SECURETAIN PRODUCTS, NOR SECURETAIN’S PERFORMANCE OF (OR FAILURE TO PERFORM) ANY OBLIGATION UNDER THIS AGREEMENT, NOR FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL OR EXEMPLARY DAMAGES WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, INCLUDING, WITHOUT LIMITATION, DAMAGES DUE TO LOST PROFITS, LOST SAVINGS, BUSINESS INTERRUPTION COSTS, DAMAGES FROM LOSS OF BUSINESS INFORMATION OR OTHER DAMAGES CAUSED BY THE INABILITY TO USE THE SECURETAIN PRODUCTS, EVEN IF SECURETAIN, ITS AFFILIATES, AGENTS OR LICENSORS HAD ACTUAL OR CONSTRUCTIVE KNOWLEDGE OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES AND WHETHER OR NOT SUCH LOSS OR DAMAGES WERE FORESEEABLE. SECURETAIN’S TOTAL LIABILITY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER WILL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE SECURETAIN PRODUCTS. THIS LIMITATION OF DAMAGES SET FORTH HEREIN CONSTITUTES A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN SECURETAIN AND YOU.
17. U. S. GOVERNMENT END USERS
If You are using or accessing the SecuRetain Products and you are a government employee, then note that the SecuRetain Products are a “commercial item” as that term is defined at FAR 2.101 (Oct 1995), consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in 48 C.F.R. 12.212 (Sep 1995) and is provided to the U.S. Government only as a commercial end item. Consistent with FAR. 12.212 and DFARS 227.7202 (Jun 1995), all U.S. Government end users acquire the SecuRetain Products with only those rights set forth herein. Any use, modification, reproduction, release, performance, display, or disclosure of the SecuRetain Products by the U.S. government shall be governed solely by the terms of this Agreement and shall be prohibited except to the extent expressly permitted by the terms of this Agreement.
18. EXPORT LAW
SecuRetain Products and related technology are subject to U.S. export control laws and may be subject to export or import regulations in other countries.
No Service Functionality from the Website may be downloaded or exported (a) into (or to a resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other country which the United States has embargoed goods; or (b) anyone on the United States Treasury Department's list of Specially Designated Nationals or the United States Commerce Department's Table of Deny Orders. By downloading or using any Service Functionality, Subscriber represents and warrants that it (and its Authorized End Users, where applicable) are not located in, under the control of, or a national or resident of any such country or on any such list. Although the Website may be accessible worldwide, Company makes no representation that materials on the Website are appropriate or available for use in locations outside the United States and accessing them from territories where their contents are illegal, is prohibited. Those who choose to access the Website from other locations do so at their own initiative and are responsible for compliance with local laws. Any offer for any product, service, and/or information made in connection with the Services is void where prohibited.
Unless specifically authorized in writing by SecuRetain prior to any access, You agree not to export the SecuRetain Products including but not limited to re-exporting the SecuRetain Products, or any part thereof, or any process that is the direct product of the SecuRetain Products, to any country, person, or entity in violation of U.S. export restrictions. In any case, You will indemnify and hold SecuRetain harmless from any and all claims, losses, liabilities, damages, fines, penalties, costs and expenses (including attorney’s fees) arising from or relating to any breach by You of Your obligations under this paragraph. Your obligations under this paragraph will survive the expiration or termination of this Agreement.
19. GOVERNING LAW AND VENUE
This Agreement shall for all purposes be governed by and interpreted in accordance with the laws of the State of Texas as those laws are applied to contracts entered and to be performed entirely in Texas by Texas residents. Any legal suit, action or proceeding arising out of or relating to this Agreement shall be commenced in a federal court in Texas or in state court in Travis County, Texas, and each party hereto irrevocably submits to the jurisdiction and venue of any such court in any such suit, action or proceeding and waives any right which it may have to transfer or change the venue of any such suit, action or proceeding, except that in connection with any suit, action or proceeding commenced in a state court, each party retains whatever right it may have to remove such suit, action or proceeding to federal court in Texas. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to this Agreement.
SecuRetain’s current privacy policies, available at (privacy link) are incorporated herein by reference.
The failure of either party to require strict performance by the other party of any provision hereof shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by either party of a breach of any provision hereof be taken or held to be a waiver of the provision itself.
Neither this Agreement nor any of Your rights or obligations hereunder may be assigned by You in whole or in part without the prior written approval of SecuRetain. Any assignment of rights or delegation of duties in derogation of the foregoing shall be null and void.
If any part of this Agreement is for any reason found to be unenforceable, all other parts nevertheless remain enforceable if a party’s rights under this Agreement are not materially affected. In lieu of the unenforceable provision, the parties will substitute or add as part of this Agreement a provision that will be as similar as possible in economic and business objectives as was intended by the unenforceable provision.
24. COMPLETE AGREEMENT
This Agreement is the complete and exclusive statement of the agreement between SecuRetain and You, which supersedes any proposal or prior agreement, oral or written, and any other communications between the parties in relation to the subject matter of this Agreement. This Agreement shall not be modified except by a subsequently dated written amendment or exhibit signed by both parties by their duly authorized representatives.
25. REFUND POLICY
The SecuRetain refund policy is located on the www.securetain.com in FAQ section. (A different refund policy may apply to you if you are using the SecuRetain Information subject to a contract between your organization and SecuRetain or a SecuRetain distributor.)
26. JOB PLACEMENT DISCLAIMER:
SecuRetain does not guarantee job placement upon program/course completion or upon graduation.
27. HOLDER IN DUE COURSE DISCLAIMER
Any “holder” of a consumer credit contract is subject to all claims and defenses that the debtor could assert against the seller of goods and services obtained pursuant hereto or with the proceeds hereto. Recovery by the debtor shall not exceed amounts paid by the debtor. (FTC Rule effective 5-14-76). See A.R.S. 47-3302 for more information.
If you are dissatisfied with the services that SecuRetain have provided for you, you may direct your written complaint or dispute as follows:
(a) Please provide via email to the contacts below a detailed explanation of your issue(s) including contact information (phone #, email address, etc.) where you can be reached. You will be contacted to discuss an agreeable resolution.
(b) Customer Service Department, email: firstname.lastname@example.org
(c) A different complaint procedure may apply to you if you are using the SecuRetain Information subject to a contract between your organization and SecuRetain or a SecuRetain distributor. In that case you should contact the appropriate person within your organization to inquire about the grievance procedure that applies to you.
The Company may broadcast notices or messages through the Website to inform of changes to the Website or other matters of importance, and such broadcasts shall constitute notice to Subscriber to the extent permitted by applicable law.
You acknowledge that, in providing You with the SecuRetain Products, SecuRetain has relied upon your consent to be bound by the terms of this Agreement. You further acknowledge that you have read, understand, and agree to be bound by the terms of this Agreement. This Agreement is not, however, intended to limit any rights that SecuRetain may have under trade secret, copyright, patent, or other laws that may be available to it.
THE SECURETAIN PRODUCTS ARE PROTECTED BY UNITED STATES COPYRIGHT LAW AND INTERNATIONAL TREATIES. UNAUTHORIZED REPRODUCTION OR DISTRIBUTION IS SUBJECT TO CIVIL AND CRIMINAL PENALTIES.
All Rights Reserved. SecuRetain is a trademark used under license in the United States and other countries.