Advantage Software | Terms of Use

THESE TERMS OF USE FORM A LEGAL AGREEMENT BETWEEN YOU, THE END USER (“you”) AND ADVANTAGE SOFTWARE COMPANY (“Advantage Software,” “we,” or “us”) THAT APPLIES EACH TIME YOU USE OR ACCESS ADVANTAGE’S WEBSITE AND ALL ASSOCIATED WEBPAGES, WEB PORTALS, AND ONLINE CONTENT (collectively, the “Website”). YOU SHOULD THEREFORE READ CAREFULLY THE FOLLOWING TERMS AND CONDITIONS AS THEY GOVERN YOUR USE OF THE WEBSITE AND ITS FUNCTIONALITY. IF YOU DO NOT AGREE WITH THESE TERMS OF USE, YOU ARE NOT GRANTED PERMISSION TO ACCESS OR OTHERWISE USE THE WEBSITE AND ARE INSTRUCTED TO EXIT THE WEBSITE IMMEDIATELY.

General:
This Website is made available to you pursuant to the following Terms of Use, together with any other Advantage Software rules or policies posted on the Website. All such rules and policies are incorporated by reference into these Terms of Use. By accessing, browsing and/or using this Website, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use and any other rules or policies posted on this Website.

Trademarks:
All trademarks, service marks, logos, graphics, domain names, metatags, trade dress, and trade names applicable to Advantage Software’s business, operations, facilities, products and services (collectively, “Advantage Marks”) are owned exclusively by Advantage Software. Advantage Marks may not be used in connection with any product or service that is not Advantage’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages, defames, or discredits Advantage Software or any of its affiliates under common control, or any of their respective products and/or services. All other trademarks, service marks, logos, graphics, product names, and company names not owned by Advantage Software that appear on this Website are the property of their respective owners. Nothing herein or on the Website shall be construed as granting any right to you in or to Advantage Marks, including without limitation any license or other intellectual property right.

Copyrights:
All content, works of authorship, and creative materials included on this Website, including without limitation text, graphics, logos, button icons, images, audio clips, and software, and the compilation (meaning the collection, arrangement, and assembly) of such content, are the property of Advantage Software, its affiliates, and/or its respective third-party content suppliers and are protected by United States and international copyright laws. The content and software contained on and/or utilized by this Website are to be used only for providing information regarding Advantage Software to persons who visit this Website. Any other use of the content and software on this Website, including the reproduction, modification, distribution, transmission, republication, display or performance of such content and software, is strictly prohibited without the express prior written consent of Advantage Software in each instance.

Use of Website:
Advantage Software grants to you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Website for your personal, private, noncommercial, informational purposes only. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell in any way any content (including, without limitation, any text, graphics, logos, button icons, images, audio clips, and software), information, or other materials included on this Website. Notwithstanding the generality of the foregoing, you may download on one (1) copy of the content included on this Website on your personal computer or device for your personal, private, noncommercial, informational use only, provided that you do not modify any such content and that you do not alter or obscure any copyright or other proprietary notices contained in such content. This license terminates automatically if you breach any of these Terms of Use, and upon such termination, you must immediately destroy any downloaded or printed content (and all copies thereof).

The use of any content included on this Website on any other website or networked computer environment is strictly prohibited. Any unauthorized use of the content included on this Website is prohibited by law and may result in civil and criminal penalties. Violators will be prosecuted to the maximum extent permitted under applicable law.

Additional Obligations:
You represent that any data or information that you submit to Advantage Software through the Website is complete, accurate, truthful, and timely in all respects, and that you possess all necessary legal rights and authority to provide such data or information.

You represent that you are at least eighteen (18) years of age or the legal age of majority in your jurisdiction (whichever is greater). The Website is not intended for use or access by any individual under the age of thirteen (13) years, and Advantage Software does not knowingly, willingly, or intentionally collect personal information from such individuals in any medium for any purpose.

Data Privacy:
Advantage Software’s policies and procedures with respect to the collection, storage, transmission, handling, and/or processing of personal information on the Website are as set forth on Advantage Software’s Privacy Policy, available at https://gotoadvantage.com/privacy-policy/ (as may be updated by Advantage Software from time to time) which is incorporated herein by reference. Please refer to this Privacy Policy for more details regarding Advantage Software’s practices regarding data privacy and security.

Disclaimer of Warranties:
THIS WEBSITE IS PROVIDED BY ADVANTAGE SOFTWARE ON AN “AS IS” AND “AS AVAILABLE” BASIS AND MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. ADVANTAGE SOFTWARE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO: THIS WEBSITE OR ANY OF THE INFORMATION, CONTENT, AND MATERIALS INCLUDED ON THIS WEBSITE; THE OPERATION OR USE OF THIS WEBSITE, OR ANY RESULTS OBTAINED OR DERIVED THEREFROM; OR THE CORRECTNESS, ACCURACY, AND RELIABILITY OF THIS WEBSITE. ADVANTAGE SOFTWARE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, THAT THIS WEBSITE AND ANY OTHER PRODUCTS OR SERVICES PROVIDED BY ADVANTAGE SOFTWARE WILL BE FREE OF ERRORS, THAT THE USE OF THIS WEBSITE WILL BE UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ADVANTAGE SOFTWARE HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, EFFORT TO ACHIEVE PURPOSE, QUALITY, ACCURACY, QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT.

Limitation of Liability:
IN NO EVENT SHALL ADVANTAGE SOFTWARE BE LIABLE FOR: (A) ANY LOSSES, INJURIES, OR LIABILITIES WHICH CONSTITUTE INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOSS OF ANTICIPATED PROFITS OR BENEFITS, OR LOSS OF BUSINESS OPPORTUNITY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THESE TERMS OF USE AND/OR YOUR ACCESS TO (OR INABILITY TO ACCESS) THIS WEBSITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER THEORY OF LIABILITY, EVEN IF ADVANTAGE SOFTWARE HAS BEEN ADVISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH LOSSES, INJURIES, OR DAMAGES; OR (B) ANY DAMAGES WHICH, IN THE AGGREGATE, EXCEED THE TOTAL AMOUNT OF FIVE U.S. DOLLARS (U.S.D.$5.00). YOU ASSUME THE ENTIRE RISK AND RESPONSIBILITY FOR ANY LIABILITIES, LOSSES, COSTS, AND/OR EXPENSES SUFFERED BY YOU IN CONNECTION WITH YOUR USE OF THIS WEBSITE, INCLUDING WITHOUT LIMITATION LIABILITIES ARISING FROM THE LOSS OF DATA, ERRORS, USE OR RELIANCE ON INACCURATE INFORMATION, AND WEBSITE DOWNTIME OR INTERRUPTIONS OF WEBSITE AVAILABILITY. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE INSUFFICIENCY OR FAILURE OF ANY OTHER REMEDY PROVIDED HEREIN.

CERTAIN JURISDICTIONS AND LAWS MAY NOT PERMIT SOME OR ALL OF THE DISCLAIMERS OF LIABILITY SET FORTH IN THIS SECTION. IN THE EVENT THAT SUCH A JURISDICTION OR LAW APPLIES TO THE SUBJECT MATTER OF THE TERMS OF USE, THE FOREGOING DISCLAIMERS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

Indemnification:
You agree to indemnify, defend, and hold harmless Advantage Software, its affiliates under common control, and its and their respective officers, directors, employees, agents, successors, and assigns from and against any losses, costs, liabilities, damages, and expenses (including reasonable attorneys’ fees) relating to or arising out of your violation of (a) the Terms of Use, (b) any personal or proprietary rights of a third party, or (c) any applicable laws, rules, or regulations. Advantage Software reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Advantage Software in asserting any available defenses.

Links to Other Sites:
This Website may contain links to other websites, content, portals, platforms, and/or applications not owned or operated by by Advantage Software (collectively, the “Linked Sites”). You acknowledge that the Linked Sites are not under the control of Advantage Software. You further acknowledge that Advantage Software is not responsible for the availability of such Linked Sites, and does not endorse, recommend, or maintain any responsibility whatsoever for any content, products, services, or other materials referenced, offered, or made available on any Linked Site. In the event that Advantage Software provides a link to a Linked Site, such links are provided only as a convenience, and the inclusion of any such link does not imply any endorsement or approval by Advantage Software of the Linked Site or any association with the Linked Site’s operators. Advantage Software is not a party to and shall have no responsibility or liability for any terms, conditions, licenses, or other agreements or dealings between you and the owners and/or operators of any Linked Site.

Legal Compliance:
You agree to comply with all applicable laws, statutes, regulations, and ordinances in your use of and access to the Website.

Injunctive Relief:
You acknowledge that any breach, threatened or actual, of the Terms of Use would cause irreparable injury to Advantage Software not readily quantifiable as money damages, such that Advantage Software would not have an adequate remedy at law. You therefore agree that Advantage Software shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any such breach of your obligations, without the necessity of posting bond or other security.

Term, Termination, and Suspension:
These Terms of Use take effect (or re-take effect) at the moment you first access or use the Website. Advantage Software reserves the right at any time and on any grounds, including without limitation any reasonable belief of fraudulent or unlawful activity, to deny or suspend your access to the Website or to any portion thereof in order to protect its name and goodwill, its business, the security and stability of the Website, and/or the rights of others. The Terms of Use terminate automatically if you fail to comply with any provision hereof, subject to the survival rights of certain provisions identified below. You may also terminate the Terms of use at any time by ceasing to use the Website, but each re-access or renewed use of the Website will reapply the Terms of Use to you; you may not use or access the Website under any purported terms or contracts other than the Terms of Use.

Upon termination or expiration of the Terms of Use for any reason, all licenses granted by Advantage Software hereunder shall immediately terminate, and you must immediately cease all use of the Website. The provisions of the Terms of Use concerning Advantage Software’s proprietary rights, disclaimers of warranty, limitations of liability, waiver and severability, entire agreement, independent contractor relationship of the parties, indemnification rights, injunctive relief, and governing law and venue will survive the termination of the Terms of Use for any reason.

Advantage Software reserves the right, in its sole discretion, to terminate or suspend your access to the Website or any feature or portion thereof at any time, without notice to you, if Advantage Software reasonably determines or suspects that you are in violation of the Terms of Use.

Security and Compliance:
Advantage Software reserves the right to view, monitor, and record your activity on the Website without notice or permission from you. Advantage Software’s provision of the Website is subject to existing laws and legal process, and nothing contained herein shall restrict or reduce Advantage Software’s ability to comply with governmental, court, and law enforcement requests or requirements involving your use of the Website or information provided to or gathered by Advantage Software with respect to such use.

Amendments:
Please note that Advantage Software reserves the right to change any provision of the Terms of Use at any time by posting a revised version of the Terms of Use to the Website. Your continued use of the Website following any posted changes to the Terms of Use will be deemed as conclusive acceptance of such changes. Accordingly, please review the Terms of Use on a periodic basis to remain apprised of updated terms. No other attempted amendments or modifications to the Terms of Use will be binding on Advantage Software unless set forth in a written instrument executed by Advantage Software.

Miscellaneous:
Advantage Software retains title and ownership of this Website and may (but is under no obligation to) make changes, updates, additions, and/or improvements to this Website at any time. These Terms of Use shall be governed by and construed in accordance with the laws of the State of North Carolina, without reference to its conflicts of law rules. You agree that any action arising out of or connected in any way with this Website and/or your use of this Website shall be brought in the state or federal courts in Mecklenburg County, North Carolina, and you hereby waive any right to contest the validity of said jurisdiction and any right to assert jurisdiction or venue in any other court. A waiver of any provision of these Terms of Use will be effective only if in writing and signed by Advantage Software and the failure of Advantage Software to exercise or enforce any of these Terms of Use shall not constitute a waiver of such right or provision. You and Advantage Software are independent contractors under this Terms of Use, and nothing herein shall be construed as creating any partnership, joint venture, agency relationship, or employment relationship.

DMCA Notice/Procedure for Claims of Copyright Infringement:
Note: The procedure set forth in this section describes the process for notifying Advantage Software that you believe your copyrighted material has been infringed, and requesting a takedown of the allegedly infringing material under the Digital Millennium Copyright Act (DMCA). If you believe that your copyrighted work has been copied or reproduced on the Website in a way that constitutes copyright infringement, please contact Advantage Software’s Copyright Agent with a written notice containing the following information:

a physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest that you claim has been infringed;
a description of the copyrighted work that you claim has been infringed upon;
a description of the material that you claim to be infringing or to be the subject of infringing activity, and a description of where such material is located on this Website;
your address, telephone number, and e-mail address;
a statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
a statement by you, made under penalty of perjury, that the above information in your written notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

For purposes of 17 U.S.C. § 512(c) and 37 C.F.R. § 201.38, Advantage Software’s Copyright Agent for notice of claims of copyright infringement may be contacted at:

By Mail:
Copyright Agent
Advantage Software
119 Backstretch Lane
Mooresville, NC 28117

By telephone: (704) 662-9980