Terms of Services

This Agreement was last revised on January 05, 2011

Welcome to Skyfer, a website and mobile service of MDISOFT INC dba Skyfer ("Skyfer," "us" or "we"). This page explains the terms by which you may use the Skyfer (the "Site") (http://www.skyfer.com), web widgets, feeds, mobile device software applications (the "Skyfer Software"), application program interfaces, applications for third-party web sites and services, and any other web or mobile services or applications owned, controlled, or offered by Skyfer in association with this site (collectively the "Service").

BY ACCESSING OR USING THE SERVICE IN ANY MANNER, INCLUDING BUT NOT LIMITED TO VISITING OR BROWSING THE SERVICE, YOU SIGNIFY THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS TERMS OF USE AGREEMENT ("AGREEMENT"), WHETHER OR NOT YOU ARE A REGISTERED USER OF OUR SERVICE. THIS AGREEMENT APPLIES TO ALL USERS OF THE SITE OR SERVICE, INCLUDING USERS WHO ARE ALSO CONTRIBUTORS OF CONTENT, INFORMATION, AND OTHER MATERIALS OR SERVICES ON THE SITE.

Acceptance of Terms

The Service is offered subject to acceptance without modification of all of the terms and conditions contained herein (the "Terms of Use"), which terms also incorporates Skyfer's Privacy Policy, Skyfer’s Copyright Policy and all other operating rules, policies and procedures that may be published from time to time on the Site by Skyfer, each of which is incorporated by reference and each of which may be updated by Skyfer from time to time without notice to you. In addition, some services offered through the Service may be subject to additional terms and conditions promulgated by Skyfer from time to time; your use of such services is subject to those additional terms and conditions, which are incorporated into these Terms of Use by this reference.

The Service is available only to individuals who are at least 13 years old. You represent and warrant that if you are an individual, you are of legal age to form a binding contract, and that all registration information you submit directly or through connected services such as Twitter, Facebook or other similar services, is accurate and truthful. Skyfer may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access the Service is revoked in such jurisdictions.

Modification of Terms of Use

Skyfer reserves the right, at its sole discretion, to modify or replace any of the Terms of Use, or change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Site or by sending you an email. Skyfer may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability. It is your responsibility to check the Terms of Use periodically for changes. Your continued use of the Service following the posting of any changes to the Terms of Use constitutes acceptance of those changes. If you do not agree to any of these terms or any future Terms of Use Agreement, do not use or access (or continue to access) the Service. This Agreement applies to all visitors, users, and others who access the Service ("Users").

Rules and Conduct

As a condition of use, you promise not to use the Service for any purpose that is prohibited by the Terms of Use. The Service (including, without limitation, any Content or User Submissions (both as defined below)) is provided only for your own personal, non-commercial use. You are responsible for all of your activity in connection with the Service. For purposes of the Terms of Use, the term "Content" includes, without limitation, any User Submissions, videos, audio clips, written forum comments, information, data, text, photographs, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible by Skyfer or its partners on or through the Service.

By way of example, and not as a limitation, you shall not (and shall not permit any third party to) either (a) take any action or (b) upload, download, post, submit or otherwise distribute or facilitate distribution of any Content on or through the Service, including without limitation any User Submission, that:

  • infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity or violates any law or contractual duty;
  • you know is false, misleading, untruthful or inaccurate;
  • is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, obscene, offensive, or profane;
  • constitutes unauthorized or unsolicited advertising, junk or bulk e-mail ("spamming");
  • involves commercial activities and/or sales without Firefly's prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes;
  • contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password or other information of Firefly or any third party; or
  • impersonates any person or entity, including any employee or representative of Skyfer.

Additionally, you shall not: (i) take any action that imposes or may impose (as determined by Skyfer in its sole discretion) an unreasonable or disproportionately large load on Skyfer's (or its third party providers') infrastructure; (ii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (iii) bypass any measures Skyfer may use to prevent or restrict access to the Service (or other accounts, computer systems or networks connected to the Service); (iv) run any form of auto-responder or "spam" on the Service; or (v) use manual or automated software, devices, or other processes to "crawl" or "spider" any page of the Site.

You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service, except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Service, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.

Skyfer does not guarantee that any Content or User Submissions (as defined below) will be made available on the Site or through the Service. Skyfer has no obligation to monitor the Site, Service, Content, or User Submissions. However, Skyfer reserves the right to (i) remove, edit or modify any Content in its sole discretion, including without limitation any User Submissions, from the Site or Service at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if Skyfer is concerned that you may have violated the Terms of Use), or for no reason at all and (ii) to remove or block any User Submissions from the Service.

Use of Our Service

Skyfer provides a revolution approach to collaborate with local business and services providers in real time around your current geo location. You do not have to register in order to visit Skyfer. To access certain features of the Service, though, such as connection through your mobile device and the ability to receive and send messages (skyfes) from your mobile application or website, you will need to sign-in to Skyfer using your own created Skyfer’s account that also might be to linked to an existing Twitter or Facebook account. Your account gives you access to the services and functionality that we may establish and maintain from time to time and in our sole discretion.

This Service is intended solely for Users who are thirteen (13) years of age or older, and any registration, use or access to the Service by anyone under 13 is strictly prohibited and in violation of this Agreement. If you are under 18 years of age you may use the Service only if you either are an emancipated minor or have the consent of your parent or legal guardian, and are fully able and competent to enter into this Agreement and to abide by and comply with its terms.

You may never use another Member's account without permission. When accessing your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify Skyfer immediately of any breach of security or unauthorized use of your account. Although Skyfer will not be liable for your losses caused by any unauthorized use of your account, you shall be liable for the losses of Skyfer or others due to such unauthorized use.

You may control your Member profile and how you interact with the Service by changing your settings on the Service. By providing Skyfer your email address you consent to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. We may also use your email address or mobile phone telephone number to send you other messages, including changes to features of the Service and special offers. If you do not want to receive such messages, you may opt out or change your preferences by changing your settings. Opting out may prevent you from receiving messages regarding updates, improvements, or offers.

You agree to use the Service only in accordance with our Rules and Conduct policy outlined above. You assume all risks arising in connection with publishing and sharing your current geo location or any other related activity. Always exercise common sense and caution.

All aspects of the Service are subject to change or elimination at Skyfer's sole discretion. Skyfer reserves the right to interrupt the Service and/or to permanently or temporarily terminate, suspend, or otherwise refuse to permit your access to the Service with or without prior notice for any reason or no reason. You agree that Skyfer will not be liable to you for any interruption of the Service or your account.

You are solely responsible for your interactions with other Skyfer Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users, either on Skyfer or any connected services, such as Twitter or Facebook. Skyfer shall have no liability for your interactions with other Users, or for any User's action or inaction.

User Content

Some areas of the Service may allow Users to create and send messages within specified radius from your current location, post feedback, comments, questions, and other information (collectively "User Content"). You are solely responsible for your User Content that you upload, publish, display, link to or otherwise make available (hereinafter, "post") on the Service, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. You agree to comply with the Rules and Conduct in posting User Content.

Skyfer takes no responsibility and assumes no liability for any User Content that you or any other User or third party posts or sends over the Service. You understand and agree that any loss or damage that occurs as a result of the use of any User Content that you make available or access through your use of the Service, including without limitation your posting of or visits to places, is solely your responsibility. Skyfer is not responsible for any public display or misuse of your User Content. You may be exposed to User Content that is inaccurate or objectionable.

Please see our Copyright Policy.

Content and License Grant

The Service provides you with the ability to add, create, upload, submit, distribute or post ("Submitting" or "Submission") content, videos, audio clips, written forum comments, data, text, photographs, software, scripts, graphics, or other information to the Site (collectively, the "User Submissions"). By Submitting User Submissions on the Site or otherwise through the Service, you:

  • acknowledge that you are publishing that User Submission, and that you may be identified publicly by your User ID in association with any such User Submission;
  • hereby do and shall grant Skyfer a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, edit, modify, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit the User Submissions in connection with the Site, the Service and Skyfer's (and its successors and assigns') business, including without limitation for promoting and redistributing part or all of the Site (and derivative works thereof) or the Service in any media formats and through any media channels (including, without limitation, third party websites). You also hereby do and shall grant each user of the Site and/or the Service a non-exclusive license to access your User Submissions through the Site and the Service, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such User Submissions solely for personal, non-commercial use. For clarity, the foregoing license grant to Skyfer does not affect your other ownership or license rights in your User Submission(s), including the right to grant additional licenses to the material in your User Submission(s), unless otherwise agreed in writing;
  • represent and warrant, and can demonstrate to Skyfer's full satisfaction upon request that you (i) own or otherwise control all rights to all content in your User Submissions, or that the content in such User Submissions is in the public domain, (ii) you have full authority to act on behalf of any and all owners of any right, title or interest in and to any content in your User Submissions to use such content as contemplated by these Terms of Use and to grant the license rights set forth above, (iii) you have the permission to use the name and likeness of each identifiable individual person and to use such individual's identifying or personal information as contemplated by these Terms of Use; and (iv) you are authorized to grant all of the aforementioned rights to the User Submissions to Skyfer and all users of the Service;
  • agree to pay all royalties and other amounts owed to any person or entity due to your Submission of any User Submissions to the Service;
  • represent and warrant that the use or other exploitation of such User Submissions by Skyfer and use or other exploitation by users of the Site and Service as contemplated by this Agreement will not infringe or violate the rights of any third party, including without limitation any privacy rights, publicity rights, copyrights, contract rights, or any other intellectual property or proprietary rights; and
  • understand that Skyfer shall have the right to delete, edit, modify, reformat, excerpt, or translate any materials, content or information submitted by you; and that all information publicly posted or privately transmitted through the Site is the sole' responsibility of the person from which such content originated and that Skyfer will not be liable for any errors or omissions in any content; and that Skyfer cannot guarantee the identity of any other users with whom you may interact in the course of using the Service.

Skyfer does not endorse and has no control over any User Submission. Skyfer cannot guarantee the authenticity of any data which users may provide about themselves. You acknowledge that all Content accessed by you using the Service is at your own risk and you will be solely responsible for any damage or loss to any party resulting there from.

End User Licenses

You agree that the Service contains Content specifically provided by Skyfer or its partners and that such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Service.

Content: Skyfer grants each user of the Site and/or Service a worldwide, non-exclusive, non-sublicensable and non-transferable license to use, modify and reproduce the Content, solely for personal, non-commercial use. Use, reproduction, modification, distribution or storage of any Content for other than personal, non-commercial use is expressly prohibited without prior written permission from Skyfer, or from the copyright holder identified in such Content's copyright notice. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.

Skyfer Service: Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, personal license to use the Service. Skyfer reserves all rights not expressly granted herein in the Service and the Skyfer Content (as defined below). Skyfer may terminate this license at any time for any reason or no reason.

Skyfer Software: To use the Skyfer Software you must have a mobile device that is compatible with the Skyfer Service. Skyfer does not warrant that the Service will be compatible with your mobile device. Skyfer hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Skyfer Software for one account on one mobile device owned or leased solely by you, for your personal use.

You agree that you may not: (i) modify, disassemble, decompile or reverse engineer the Skyfer Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Skyfer Software to any third party or use the Skyfer Software to provide time sharing or similar services for any third party; (iii) make any copies of the Skyfer Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Skyfer Software, features that prevent or restrict use or copying of any content accessible through the Skyfer Software, or features that enforce limitations on use of the Skyfer Software; or (v) delete the copyright and other proprietary rights notices on the Skyfer Software. You acknowledge that Skyfer may from time to time issue upgraded versions of the Skyfer Software, and may automatically electronically upgrade the version of the Skyfer Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades.

Any third-party code that may be incorporated in the Skyfer Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant under this Agreement is not a sale of the Skyfer Software or any copy thereof and Skyfer or its third party partners or suppliers retain all right, title, and interest in the Skyfer Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. Skyfer reserves all rights not expressly granted under this Agreement. If the Skyfer Software is being acquired on behalf of the United States Government, then the following provision applies. Use, duplication, or disclosure of the Skyfer Software by the U.S. Government is subject to restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable.

The Skyfer Software originates in the United States, and is subject to United States export laws and regulations. The Skyfer Software may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Skyfer Software may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Skyfer Software and Service.

The following applies to any Skyfer Software you acquire from the iTunes Store ("iTunes-Sourced Software"): You acknowledge and agree that this Agreement is solely between you and Skyfer, not Apple, and that Apple has no responsibility for the iTunes-Sourced Software or content thereof. Your use of the iTunes-Sourced Software must comply with the App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iTunes-Sourced Software. In the event of any failure of the iTunes-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the iTunes-Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iTunes-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to Skyfer as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the iTunes-Sourced Software or your possession and/or use of the iTunes-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the iTunes-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to Skyfer as provider of the software. You acknowledge that, in the event of any third party claim that the iTunes-Sourced Software or your possession and use of that iTunes-Sourced Software infringes that third party's intellectual property rights, Skyfer, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and Skyfer acknowledge and agree that Apple, and Apple's subsidiaries, are third party beneficiaries of this Agreement as relates to your license of the iTunes-Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the iTunes-Sourced Software against you as a third party beneficiary thereof.

The following applies to any Skyfer Software you acquire from the Google Inc (“Google”) Android Market ("Android Market"): You acknowledge and agree that this Agreement is solely between you and Skyfer, not Google, and that Google has no responsibility for the Android Market-Sourced Software or content thereof. Your use of the Android Market-Sourced Software must comply with the App Store Terms of Service. You acknowledge that Google has no obligation whatsoever to furnish any maintenance and support services with respect to the Android Market-Sourced Software. In the event of any failure of the Android Market-Sourced Software to conform to any applicable warranty, you may notify Google, and Google will refund the purchase price for the Android Market-Sourced Software to you; to the maximum extent permitted by applicable law, Google will have no other warranty obligation whatsoever with respect to the Android Market-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to Skyfer as provider of the software. You acknowledge that Google is not responsible for addressing any claims of you or any third party relating to the Android Market-Sourced Software or your possession and/or use of the Android Market-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Android Market-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to Skyfer as provider of the software. You acknowledge that, in the event of any third party claim that the Android Market-Sourced Software or your possession and use of that Android Market-Sourced Software infringes that third party's intellectual property rights, Skyfer, not Google, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and Skyfer acknowledge and agree that Google, and Google's subsidiaries, are third party beneficiaries of this Agreement as relates to your license of the Android Market-Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Google will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the Android Market-Sourced Software against you as a third party beneficiary thereof.

Our Proprietary Rights

Except for your User Content, all right, title, and interest in and to the Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content (the "Skyfer Content") are and will remain the exclusive property of Skyfer and its licensors. You agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Service. Use of the Skyfer Content or materials on the Service for any purpose not expressly permitted by this Agreement is strictly prohibited.

Any feedback, comments, or suggestions you may provide regarding Skyfer or the Services is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.

Privacy

We care about the privacy of our Users. Click here to view our Privacy Policy. By using the Service, you are consenting to have your personal data transferred to and processed in the United States.

Security

We have implemented commercially reasonable technical and organizational measures designed to implement your privacy settings and secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

Additional Representations and Warranties

In connection with your User Content, you affirm, represent and warrant, in addition to the other representations and warranties in this Agreement, that: (a) you are at least 18 years of age; (b) you have the written consent of each and every identifiable natural person in the User Content to use such person's name or likeness in the manner contemplated by the Service and this Agreement, and each such person has released you from any liability that may arise in relation to such use; (c) your User Content and Skyfer's use thereof as contemplated by this Agreement and the Service will not infringe any rights of any third party, including but not limited to any Intellectual Property Rights, privacy rights and rights of publicity; and (d) Skyfer may exercise the rights to your User Content granted under this Agreement without liability for payment of any guild fees, residuals, payments, fees, or royalties payable under any collective bargaining agreement or otherwise.

Third-Party Sites and Links

The Service may permit you to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. When you access third party websites, you do so at your own risk. These other websites are not under Skyfer's control, and you acknowledge that Skyfer is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by Skyfer or any association with its operators. You further acknowledge and agree that Skyfer shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such Content, goods or services available on or through any such website or resource. If you access a third party website from Skyfer, you do so at your own risk, and you understand that this Agreement and Skyfer's Privacy Policy do not apply to your use of such sites. You expressly relieve Skyfer from any and all liability arising from your use of any third-party website or services or third party owned content.

We encourage you to be aware of when you leave the Service, and to read the terms and conditions and privacy policy of any third-party website or service that you visit.

Indemnity

You agree to defend, indemnify and hold harmless Skyfer and its subsidiaries, agents, managers, partners (including, without limitation, its wireless carrier partners), and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Service, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights; (iv) your violation of any law, rule or regulation of the United States or any other country; (v) any claim or damages that arise as a result of any of your User Content or any that is submitted via your account; (vi) any other party's access and use of the Service with your unique username, password or other appropriate security code; or (vii) your use the Service to meet another User in-person or to locate and/or visit any offline place or event.

Warranty Disclaimer

Skyfer has no special relationship with or fiduciary duty to you. You acknowledge that Skyfer has no control over, and no duty to take any action regarding: which users gains access to the Site; what Content you access via the Site; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content. You release Skyfer from all liability for you having acquired or not acquired Content through the Site. The Site may contain, or direct you to websites containing, information that some people may find offensive or inappropriate. Skyfer makes no representations concerning any Content contained in or accessed through the Site, and Skyfer will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Site or the Service.

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WITHOUT LIMITING THE FOREGOING, SKYFER, ITS PARTNERS AND LICENSORS DISCLAIM ANY WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD.

SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

ELECTRONIC COMMUNICATIONS PRIVACY ACT NOTICE (18USC 2701-2711): SKYFER MAKES NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITE OR ANY WEBSITE LINKED TO THE SITE. Skyfer will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on Skyfer's equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of the Service.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SKYFER, ITS AFFILIATES, DIRECTORS, EMPLOYEES OR ITS LICENSORS OR PARTNERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM (A) THE USE, DISCLOSURE, DISPLAY, OR MAINTENANCE OF YOUR LOCATION INFORMATION; (B) YOUR USE OR INABILITY TO USE THE SERVICE; (C) THE SERVICE GENERALLY OR THE SOFTWARE OR SYSTEMS THAT MAKE THE SKYFER SERVICES AVAILABLE; OR (D) ANY OTHER INTERACTIONS WITH SKYFER OR ANY OTHER USER OF THE SKYFER SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT SKYFER HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

The Service is controlled and operated from its facilities in the United States. Skyfer makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.

Termination

Skyfer may terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your membership. If you wish to terminate your account, you may do so by following the instructions on the Site. Any fees paid hereunder are non-refundable. All provisions of the Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Assignment

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Skyfer without restriction.

Governing Law

You agree that: (i) the Service shall be deemed solely based in Virginia, USA; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over Skyfer, either specific or general, in jurisdictions other than Virginia State, USA. This Agreement shall be governed by the internal substantive laws of the Virginia State, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

Dispute Resolution

A printed version of the Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You and Skyfer agree that any cause of action arising out of or related to the Service must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.

The Terms of Use shall be governed by and construed in accordance with the laws of the State of Virginia, excluding its conflicts of law rules, and the United States of America. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in Fairfax County, Virginia, using the English language in accordance with the Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Arbitration Rules and Procedures of JAMS. The prevailing party in any arbitration or other proceeding arising under these Terms of Use shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys' fees, expert witness fees and all other expenses) incurred in connection therewith. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator.

For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts or state courts located in the Fairfax County, State of Virginia. Use of the Service is not authorized in any jurisdiction that does not give effect to all provisions of the Terms of Use, including without limitation, this section.

Notification Procedures

Skyfer may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through conspicuous posting of such notice on our website, as determined by Skyfer in our sole discretion. Skyfer reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement.

Integration and Severability

The Terms of Use are the entire agreement between you and Skyfer with respect to the Service and use of the Site, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and Skyfer with respect to the Site. If any provision of the Terms of Use is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms of Use will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

No Waiver

No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Skyfer's failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.

Survival

You continue to be bound by this Agreement after termination of your account.

Miscellaneous

Skyfer shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Skyfer's reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including "line-noise" interference). The Terms of Use are personal to you, and are not assignable, transferable or sublicensable by you except with Skyfer's prior written consent. Skyfer may assign, transfer or delegate any of its rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of the Terms of Use and neither party has any authority of any kind to bind the other in any respect. All notices under the Terms of Use will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service.

Please contact us with any questions regarding this Agreement.

MDISOFT INC dba “Skyfer”
1934 Old Gallows Rd Suite 350
Vienna, VA 22182
tel: +1 (703) 752-6129
fax: +1 (703) 752-6201
email: contact@skyfer.com

 

2012 MDISOFT, Inc   All Rights Reserved