Molecule Software, Inc.
Terms and Conditions of Service
These Terms and Conditions of Service are effective December 18, 2012.
Your Use of this Website
Grant of Right to Use the Website
The information, services, features, notifications and updates we provide to you on this Website (referred to as the 'Services') constitute proprietary information protected by copyright, trade secret, and other intellectual property laws. We reserve all other rights in the Services. Until termination of your right to use this Website, and as long as you meet any applicable payment obligations and comply with this Agreement, we grant you a personal, limited, nonexclusive, nontransferable right and license to use the Services and this Website for the purpose acceptable to and described by us. Please use the Services and the Website in accordance with applicable laws, rules and regulations and these terms and conditions. Specifically, please do not:
- provide access to or give any part of the Services to any third party not affiliated with your company;
- reproduce, modify, copy, deconstruct, sell, trade or resell the Services or any information presented in the Website; or
- make the Services available on any file-sharing or application hosting service. If you learn of any unauthorized use of your password or account, please contact us immediately. You are responsible for securely managing your password(s) for the Services and to contact us if you become aware of any unauthorized access to your account. We are not responsible for unauthorized use of your access information.
You are legally responsible for all information, data, text, messages or other materials ('Content') uploaded, posted or stored through your use of the Services or this Website. You grant us a worldwide, royalty-free, non-exclusive license to host and use the Content in order to provide you with the Services. You agree not use the Services for any illegal purpose or in violation of any applicable local, state, federal or international law. You are encouraged to archive your Content regularly and frequently. You are responsible for any Content that may be lost or unrecoverable through your use of the Services. You must provide all required and appropriate warnings, information and disclosure. We may, but have no obligation to, monitor content on the Services. We may disclose any information necessary to satisfy our legal obligations, protect us or our customers, or operate the Services properly. We, in our sole discretion, may refuse to post, remove, or refuse to remove any Content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of these terms and conditions. You agree not to use, nor permit any third party to use, the Services to upload, post, distribute, link to, publish, reproduce, copy, reformat engage in or transmit any of the following:
- Illegal, fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information or communications of any kind, including without limitation conduct that would encourage 'flaming' others, or criminal or civil liability under any local, state, federal or foreign law;
- Content that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual's privacy;
- Investment opportunities, solicitations, chain letters, pyramid schemes, other unsolicited commercial communication or engage in spamming or flooding;
- Virus, trojan horse, worm or other disruptive or harmful software or data; and
- Any information, software or Content which is not legally yours and without permission from the copyright owner or intellectual property rights owner. You agree not to copy, modify, reformat, download, store, reproduce, reprocess, transmit or redistribute any data or information found in this Website or use any such data or information in a commercial enterprise without obtaining prior written consent.
Access to Your Other Accounts
In connection with your use of the Services and as part of the functionality that may be available from time to time, you may have access to certain online services and accounts pertaining to your data and information (the 'Third Party Services'), including online trading account download. The Services and this Website may from time to time allow you to access participating Third Party Services (if and to the extent provided by such third parties) to set up trading positions and information, allow the Website and Services to access your account(s), download transactions into your account on the Website and otherwise aggregate information from your other account(s). You acknowledge and agree that we have no control over the Third Party Services or access to the Third Party Services, do not guarantee that you will be able to use the Services with the Third Party Services, and will have no liability whatsoever for any actions or inactions on the part of the third parties resulting in your inability to use or fully use this Website and the Services to access your accounts, obtain data, download transactions, or otherwise use or access the Third Party Services. You further acknowledge that in accessing the Third Party Services through the Website, your third party account access number(s), password(s), security question(s) and answer(s), account number(s), login information, and any other security or access information, and the actual data in your account(s) with such third party institution(s) such as trade positions and holdings (collectively, 'Third Party Account Data') may be collected and stored in your account on the Website depending upon the third party and type of account. You authorize us, in conjunction with our provision of the Services and operation and hosting of the Website, to (i) collect your Third Party Account Data, (ii) reformat and manipulate such Third Party Account Data, (iii) create and provide hypertext links to such third party, (iv) access such third parties' websites using your Third Party Account Data, and (v) take such other actions as are reasonably necessary to perform the actions described in (i) through (iv). You hereby represent that you are the legal owner of your Third Party Account Data and that you have the authority to appoint, and hereby expressly does appoint, us as your agent with limited power of attorney to access and retrieve your Third Party Account Data on your behalf. You further acknowledge that we do not review your Third Party Account Data and agree that we are not responsible for its completeness or accuracy. Any transactions, trades or informational activities performed at any third party's website are not made through the Services or this Website and we assume no responsibility for such transactions, trades or activities. You acknowledge and agree that (i) some third parties may not allow the Services or this Website to access the Third Party Services, (ii) third parties may make changes to their websites, with or without notice to us, that may affect overall performance of the Services and prevent or delay aggregation of information from such websites, and (iii) the Website 'refreshes' your account data on the Website by collecting the Third Party Account Data automatically or manually (depending on such third party or any changes by you that may require an update), so your most recent transactions may not always be reflected in any account balances or other account information presented to you in the Website. If you see a discrepancy in your account, you should check the last refresh date for the account and confirm the Third Party Account Data and manually update such data as necessary.
Your Suggestions and Feedback
You agree that we may use your feedback, suggestions, or ideas in any way, including in future modifications of the Services, other products or services, advertising or marketing materials. You grant us a perpetual, worldwide, fully transferable, sublicensable, non-revocable, fully paid-up, royalty free license to use the feedback you provide to us in any way.
Access to the Website
You may access this Website and the Services on multiple devices, including mobile devices. WE MAKE NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO: 1. THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION; 2. ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND 3. ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.
Trial Period and Your Payment Obligations
If you registered for a trial use of the Services for a limited period of time ('Trial Period'), you must decide to subscribe to the Services within the Trial Period in order to retain any Content that you have posted or uploaded during the Trial Period. If you do not subscribe to the Services by the end of the Trial Period, your Content will no longer be available to you. To be very clear, after using the Services during the trial period, if you decide not to subscribe to the Services, you will not be able to access or retrieve any of the data you added/created during the Trial Period.
Your use of the Services requires one or more subscription payments unless during a Trial Period. The following apply to payments and payment methods:
- Payments will be billed to you in U.S. dollars, and your account will be debited when you subscribe and provide your payment information. You will be billed monthly in advance.
- You must pay with a valid credit card acceptable to us. Other payment options may be available, so please contact us for additional information.
- If your payment and registration information is not accurate, current, and complete and you do not notify us promptly when such information changes, we may suspend or terminate your account and refuse any use of the Services. If your access to the Website is terminated, you may not be able to access the information and data in your account or to download them after the termination becomes effective.
- If you do not notify us of updates to your payment method (e.g., credit card expiration date), to avoid interruption of your service, we may participate in programs supported by your card provider (e.g., updater services, recurring billing programs, etc.) to try to update your payment information, and you authorize us to continue billing your account with the updated information that we obtain.
- We will automatically renew your monthly or annual Services at the current rates, unless the Services are cancelled or terminated. We do not offer or give any refunds for payments unless we agree otherwise in writing. If we do provide a refund, such refund will be pro rated for the month of termination only.
What We Are Not Offering or Providing
Unless specifically stated otherwise in writing from us, we are not in the business of providing legal, financial, investment, trading, accounting, tax, or other professional services or advice. Please consult the services of a competent professional when you need this type of assistance.
Third Party Information and Services
The information we provide on this Website may originate from other, third-party sources. As such, we cannot guarantee the accuracy, timeliness or completeness of such information. Additionally, such information may come to us on a delayed basis. Thus, all information, whether originating from us or third parties, are provided 'as is' for informational and educational purposes only, not intended for trading purposes or advice. Neither we nor any of our independent information providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained or provided on this Website.
Our Rights and What We May Do
Communicating with You and Using your Information
Updates and Changes to Services and the Website
We have the right from time to time, in our sole discretion and with reasonable notice posted on the Website site and/or sent to you at the Current Administrator's email address provided in the registration data, to revise, update, or otherwise modify the Services and the Website and establish or change limits concerning use of the Website and Services, temporarily or permanently, including but not limited to (i) the amount of storage space you have on the Website at any time, and (ii) the number of times (and the maximum duration for which) you may access the Website in a given period of time. We reserve the right to make any such changes effective immediately to maintain the security and integrity of the Website or our users' access information or to comply with any laws or regulations, and to provide you with electronic or written notice within thirty (30) days after such change. You may reject changes by discontinuing use of the Website and Services to which such changes relate. Your continued use of the Website or Services will constitute your acceptance of and agreement to such changes. We may, from time to time, perform maintenance upon the Website or Services resulting in interrupted service, delays or errors in the Website or Services. We will attempt to provide prior notice of scheduled maintenance but cannot guarantee that such notice will be provided.
Disclaimers of Warranties
YOUR USE OF THIS WEBSITE, THE SERVICES, YOUR ACCOUNT ON THIS WEBSITE, THE SOFTWARE SUPPORTING AND OPERATING THIS WEBSITE, AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THESE TERMS AND CONDITIONS, THE SERVICES AND THIS WEBSITE ARE PROVIDED 'AS IS.' TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MOLECULE SOFTWARE, ITS AFFILIATES, AND ITS THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, 'SUPPLIERS') DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT THE SERVICES OR WEBSITE IS FIT FOR A PARTICULAR PURPOSE, TITLE, UP-TIME, MERCHANTABILITY, DATA LOSS, NON-INTERFERENCE WITH OR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS, OR THE ACCURACY, RELIABILITY, QUALITY, PERFORMANCE OR CONTENT IN OR LINKED TO THE SERVICES OR THE WEBSITE. MOLECULE SOFTWARE AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES OR WEBSITE IS SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION. IF THE EXCLUSIONS FOR IMPLIED WARRANTIES DO NOT APPLY TO YOU, ANY IMPLIED WARRANTIES ARE LIMITED TO 60 DAYS FROM THE DATE OF PURCHASE OR DELIVERY OF THE SERVICES, WHICHEVER IS SOONER. MOLECULE SOFTWARE, ITS AFFILIATES AND SUPPLIERS DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SERVICES OR WEBSITE WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS.
Limitations of Liability and Indemnity
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF MOLECULE SOFTWARE, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS AGREEMENT OR YOUR USE OF THE SERVICES OR THE WEBSITE SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE IMMEDIATELY PRECEDING MONTH IN WHICH SUCH CLAIMS AROSE. SUBJECT TO APPLICABLE LAW, MOLECULE SOFTWARE, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, REVENUE, PROFITS OR INVESTMENT, (C) USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET MOLECULE SOFTWARE SYSTEMS REQUIREMENTS, (D) ERRORS IN CALCULATIONS, PROGRAMMING OR ALGORITHMS, OR (E) INFORMATION OBTAINED FROM THIRD PARTIES. THE ABOVE LIMITATIONS APPLY EVEN IF MOLECULE SOFTWARE AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF MOLECULE SOFTWARE, ITS AFFILIATES AND SUPPLIERS AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES, THE WEBSITE, AND THEIR USE. You agree to indemnify and hold Molecule Software and its Affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable attorneys' fees and costs, arising out of your use of the Services or breach of these terms and conditions (collectively referred to as 'Claims'). Molecule Software reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any Claims. You agree to reasonably cooperate as requested by Molecule Software in the defense of any Claims.
Changes to Terms of Service
Please review these terms and conditions on a regular basis, as we have the right to change them at any time without advance notice. Any change will be effective when posted on the Website or when we notify you by other means. Your continued use of the Services and this Website indicates your agreement to the changes.
You may cancel and terminate the Services upon giving at least 30 days' prior written notice to us. We may cancel and terminate the Services and your access to this Website upon giving at least 30 days' prior written notice to you if you fail to make payments or violate any of these terms and conditions and fail to cure such violation within 15 days of us notifying you of the violation.
Effect of Termination
Upon termination you must immediately stop using the Services and this Website and any outstanding payments will become due. Any termination of Service will not affect our rights to any payments due to us. We may terminate a trial or free account at any time. The terms and conditions that by their nature should reasonably continue after termination of Service will survive and remain in effect even if the Service is terminated.
Your Data and Information Upon Termination
You are responsible for archiving or backing up your Content, data and information upon termination of the Services. Unless otherwise agreed in writing, we will not send you a copy of your Content or data but will make available means and functionalities for you to download your Content or data. If your account or the Service is terminated, within 48 hours we will delete or make anonymous all data and markers that identify or reference your contact information and identity residing on the Website server.
You acknowledge that the Services and the underlying software may include U.S. technical data subject to restrictions under export control laws and regulations administered by the United States government. You agree that you will comply with these laws and regulations, and will not export or re-export any part of the Services, in violation of these laws and regulations, directly or indirectly.
Texas state law governs these terms and conditions without regard to its conflicts of laws provisions. You agree to the exclusive jurisdiction of state courts in Harris County, Texas U.S.A. or federal court for the Southern District of Texas. We do not represent that the Services are appropriate or available for use in all countries. You are accessing the Services and this Website on your own initiative and you are responsible for compliance with all applicable laws. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
We may assign or transfer these terms and conditions and the agreement between us without your consent to (a) an affiliate, (b) a company through a sale of assets by Molecule Software or (c) a successor by merger. You may not assign these terms and conditions and the agreement between us without our prior written consent. Any assignment in violation of this Section shall be void.
How to Contact Us Regarding these Terms and Conditions
Please contact us at email@example.com should you have any questions about these terms and conditions.