| 1 Our agreement myRFIDspace, Inc., has developed this site (myRFIDspace.com, also knows as the MyRFIDspace Portal) in order to provide its customers with RFID reader management and data services. Please read these Terms carefully. By accessing MyRFIDspace portal and using any of the Services, you are deemed to have read and agreed to these Terms. This agreement shall commence when you register for the MyRFIDspace Services and continues thereafter indefinitely until terminated by MyRFIDspace for any reason. MyRFIDspace may amend these Terms from time to time, in which case such amended Terms will supercede and replace any previous terms and you will be deemed to have read and agreed to the amended terms. Please ensure therefore that you check for modifications to these Terms when accessing the MyRFIDspace Portal or using any of the Services. 2 MyRFIDspace Services 2.1 Registration. Please complete the online Registration Form. If you wish to arrange for your authorized employees to place orders through MyRFIDspace on your behalf, please ensure that each completes and sends the Registration Form to MyRFIDspace and is informed of these Terms. 2.2 Activation. Subject to the Security Measures in 3 3 below, MyRFIDspace will email you confirmation of your registration ("Registration Confirmation") together with your personal site number. Use of the Software is subject the license agreement which will be included in the software package ("License"). 2.4 Legal requirements. By using the Services, you agree that MyRFIDspace may send you electronic communications using the contact details contained in your Registration Form. When sending emails to MyRFIDspace, you agree that all such communications, also those that take the form of agreements, notices and disclosures satisfy all legal requirements as if they were in hard copy form, including the requirement where relevant that they be "in writing". 3 Security Measures 3.1 All information stored on the databases accessible through the MyRFIDspace Portal ("MyRFIDspace Data") is confidential and proprietary to MyRFIDspace. MyRFIDspace accordingly reserves the right to conduct whatever verification inquiries it deems appropriate prior to Registration Confirmation, and to use whatever technological and other measures it deems necessary to detect and prevent unauthorized access or attempts to gain unauthorized access to the MyRFIDspace Data or the MyRFIDspace Portal. You therefore agree to comply at your cost with all reasonable security measures which MyRFIDspace may notify to you from time to time regarding access to the MyRFIDspace Data, including without limitation- 3.1.1 using your site number and unique username and password (which complies with the character sets notified by MyRFIDspace from time to time and is changed when reasonably requested from time to time), and ensuring that authorized employees use such site number together with their unique usernames and passwords to log on to the secure pages of the MyRFIDspace Portal; 3.1.2 taking all steps necessary to prevent the disclosure of passwords to any third party. If for any reason a password is no longer secure or becomes accessible to any unauthorized person, you must immediately notify MyRFIDspace thereof; and 3.1.3 notifying MyRFIDspace immediately should any employee who has registered and who accesses the MyRFIDspace Data using your site number and the Software licensed to you leaves your employ. 3.2 Any person that delivers or attempts to deliver any damaging code to the MyRFIDspace Portal or attempts to gain unauthorized access to any page on this site shall be prosecuted and civil damages shall be claimed in the event that MyRFIDspace suffers any damage or loss. 3.3 You hereby agree to allow MyRFIDspace to take all reasonable steps to ensure the integrity and security of the MyRFIDspace Portal and back-office applications. 4 Content of this Website 4.1 Improvements. MyRFIDspace reserves the right at any time to change, improve, correct or discontinue without notice, any content, aspect or feature of the MyRFIDspace Portal and/or the Services, in its discretion, and to suspend or deny access to the MyRFIDspace Portal or any Service for any reason whatsoever. 4.2 No advice, financial advice or solicitation. While MyRFIDspace makes available the MyRFIDspace Data and the Services to assist you, nothing contained on the MyRFIDspace Portal should be construed as any form of advice or as an offer or solicitation in relation to any products whatsoever. You undertake not to rely on the MyRFIDspace Data or other content of the E-Portal as the sole criterion in taking decisions or actions that may influence your financial position, but to exercise your own skill and judgment in placing reliance on the information and to consult an expert or professional where necessary. 4.3 Lawful use. MyRFIDspace cannot screen or edit all the content available from the MyRFIDspace Portal and does not accept liability for defamatory, obscene or otherwise unlawful content. You are encouraged to inform MyRFIDspace of any content that may be offences or unlawful. You warrant in favor of MyRFIDspace that - 4.3.1 by accessing the MyRFIDspace Portal you are legally entitled to do so, that you are duly registered and authorized to use the Services where applicable, and that you have the requisite capacity to conclude legally binding transactions with MyRFIDspace; and 4.3.2 you will not use the MyRFIDspace Portal, the Service/s or the MyRFIDspace Data for any purpose that is unlawful or contrary to these Terms. 5 Intellectual Property Rights 5.1 General. All intellectual property rights not expressly granted are reserved and are protected from infringement by local and international legislation and treaties. The content of the MyRFIDspace Portal is provided solely for your private individual use and you agree not to copy, reproduce, transmit, distribute, sell, publish, broadcast or in any other way disseminate the content or any part thereof. To obtain permission for the commercial use of any of the content on the MyRFIDspace Portal, please contact us using the details in 2.1. 5.2 Copyright. Copyright of the content of the MyRFIDspace Portal and the databases and data accessible through the MyRFIDspace Portal, including without limitation all software, databases, text, graphics, icons, hyperlinks, designs and pricing information, vests exclusively in MyRFIDspace or are licensed to MyRFIDspace. 5.3 Trademarks. The trademarks, names, logos and service marks displayed on the MyRFIDspace Portal are trademarks of MyRFIDspace. Nothing contained on the MyRFIDspace Portal should be construed as granting you any license or right to use any trademark without the prior written permission of MyRFIDspace. 6 Use of hypertext links, framing, spiders and crawlers 6.1 Hypertext links to external websites may be provided for your convenience. Such websites are, however, beyond the control of MyRFIDspace and MyRFIDspace does not endorse, approve of or make any representation regarding the content and any advice, opinions, products and services offered via such websites. Use or reliance on any external links is at your own risk. When visiting external websites please refer to such sites' terms and conditions of use. 6.2 No hypertext links of whatever nature may be created to the MyRFIDspace Portal from any website, no pages comprising this site may be framed and no technology may be used to search and gain any information from this site, without the prior written consent of MyRFIDspace. Please contact us for such consent using the details in 2.1. 7 Disclaimer 7.1 7.1.1 the accuracy, completeness, validity, timeliness or reliability of the MyRFIDspace Data or its fitness for use in any jurisdiction; or 7.1.2 the error free use, secure use and/or availability of the MyRFIDspace Portal. 7.2 Your use of the MyRFIDspace Portal and your use of and reliance on the information and any part thereof is at your own risk. You remain solely responsible for your instructions, the use of your password, and the lawfulness and soundness of any decision you make or action you take as a result of your use of the MyRFIDspace Portal, the services and the MyRFIDspace data. You also remain responsible for ensuring adequate protection and back up of data once it leaves the control of XECAN and for taking reasonable and appropriate precautions against viruses and other malicious programs. 7.3 Without prejudice to any of the rights of MyRFIDspace at law or under these Terms, you will have no claim against and hereby indemnify MyRFIDspace, its directors and employees against any loss or damages of whatever nature and howsoever arising which MyRFIDspace or any third party may suffer or incur arising out of your use of the MyRFIDspace data, the services and/or the MyRFIDspace portal. 7.3.1 any breach by you of these Terms, including your use of the MyRFIDspace Portal for any purpose that is unlawful under applicable law, international law or the law of any jurisdiction applicable to you; 7.3.2 any action taken by MyRFIDspace pursuant to your instructions; 7.3.3 any loss of business, profits, opportunity and/or data; and 7.3.4 any action taken or decision made by you in reliance on the MyRFIDspace Data. 7.4 MyRFIDspace will not be liable to you or any third party and you hereby waive whatever claims you may have against MyRFIDspace, its directors or employees for any expense, loss or damage of whatever nature that you may suffer or sustain as a result of or arising from - 7.4.1 any errors, omissions or corruption of information including any errors that may occur as a result of changes in applicable legislation and/or any inaccuracy or error occurring in respect of your data or RFID readers; 7.4.2 any unavailability of the MyRFIDspace Portal or Services for whatever reason including the failure or delay by any third party service providers to render any service necessary to ensure the availability of the MyRFIDspace Portal; 7.4.3 any virus or any illicit or malicious computer system program that attaches itself to and infects, corrupts or destroys other programs or systems; 7.4.3.1 any unauthorized access by third parties to the MyRFIDspace Portal or MyRFIDspace Data or the interception of communications between us; 7.4.4 any failure, errors or delay in receiving or acting on your data or requests; 7.4.5 any failure, errors or delay in making available or transmitting data, reports, or other services. 7.5 You acknowledge and agree that MyRFIDspace provides service in reliance upon this Disclaimer and that the provisions of this clause 7 are material to the agreement between the parties and will survive the termination of this License for whatever reason. 8 Governing law and Disputes These Terms are governed by and construed in accordance with the laws of Massachusetts without giving effect to any principles of conflict of law. In the event of any dispute of any nature whatsoever arising between the parties on any matter provided for in, or arising out of this agreement, and not resolved through MyRFIDspace's Customer Relations Department, then such a dispute shall be submitted to arbitration by arbiter suitable to myRFIDspace. 9 General legal terms 9.1 These Terms, the License, and the Standard Terms and Conditions of Sale constitute the sole record of the agreement between you and MyRFIDspace in relation to the subject matter hereof. Neither you nor MyRFIDspace shall be bound by any express tacit or implied representation, warranty, promise or the like not recorded herein. These terms supersede and replace all prior commitments, undertakings or representations, whether written or oral, between you and MyRFIDspace in respect of the subject matter hereof. No indulgence or extension of time which either you or MyRFIDspace may grant to the other will constitute a waiver of or, whether by estoppel or otherwise, limit any of the existing or future rights of the grantor in terms hereof, save in the event or to the extent that the grantor has signed a written document expressly waiving or limiting such rights. 9.2 You are not entitled to cede, assign and delegate any of your rights or obligations in terms of these Terms to any third party without the prior written consent of MyRFIDspace. 9.3 All provisions of these Terms are, notwithstanding the manner in which they have been grouped together or linked grammatically, severable from each other. Any provision of these Terms which is or becomes unenforceable in any jurisdiction, whether due to voidness, invalidity, illegality, unlawfulness or for any reason whatever, shall, in such jurisdiction only and only to the extent that it is so unenforceable, be treated as pro non scripto and the remaining provisions of these terms and conditions shall remain in full force and effect. 9.4 Should MyRFIDspace be prevented from fulfilling any of its obligations to you as a result of any event of force majeure, then those obligations shall be deemed to have been suspended to the extent that and for as long as MyRFIDspace is so prevented from fulfilling them and your corresponding obligations shall be suspended to the corresponding extent. In the event that force majeure continues for more than fourteen days after it has fist occurred then MyRFIDspace shall be entitled (but not obliged) to terminate all of its rights and obligations in terms of or arising out of these terms by giving notice to you. An "event of force majeure" shall mean any event or circumstance whatsoever which is not within the reasonable control of including, without limitation, vis major, casus fortuitus, any act of God, strike, theft, riots, explosion, insurrection or other similar disorder, war (whether declared or not) or military operations, the downtime of any external telecommunications line, power failure, virus attacks, international restrictions, any requirement of any international authority, any requirement of any government or other competent local authority, any court order, export control or shortage of transport facilities. |