Prime Software Solutions
Website Terms of Use

 

PLEASE READ THESE WEBSITE TERMS OF USE CAREFULLY BEFORE USING THIS WEBSITE (THE “WEBSITE”). THESE WEBSITE TERMS OF USE (THE “TERMS OF USE”) GOVERN YOUR ACCESS TO AND USE OF THE WEBSITE. THE WEBSITE IS AVAILABLE FOR YOUR USE ONLY ON THE CONDITION THAT YOU AGREE TO THE TERMS OF USE SET FORTH BELOW. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF USE, DO NOT ACCESS OR USE THE WEBSITE. BY ACCESSING OR USING THE WEBSITE, YOU AND THE ENTITY YOU ARE AUTHORIZED TO REPRESENT (“YOU” OR “YOUR”) SIGNIFY YOUR AGREEMENT TO BE BOUND BY THE TERMS OF USE.

1. User Eligibility

The Website is provided by Prime Software Solutions, LLC (“Prime”) and available only to entities and persons over the age of legal majority who can form legally binding agreement(s) under applicable law. If You do not qualify, You are not permitted to use the Website.

2. Scope of Terms of Use

These Terms of Use govern Your use of the Website and all applications, software, and services (collectively, “Promoted Services”) available on the Website, except to the extent such Promoted Services are the subject of a separate written agreement between the parties.

3. Modifications

Prime may revise and update these Terms of Use at any time.  Your continued usage of the Website after any changes to these Terms of Use will mean You accept those changes. Any aspect of the Website may be changed, supplemented, deleted or updated without notice at the sole discretion of Prime. Except as provided by separate agreement, Prime may impose/change fees or establish/change general practices and limits for Promoted Services provided through the Website at any time in its sole discretion.

4. Information Submitted Through the Website and the Promoted Services

Your submission of information through the Website and the Promoted Services are governed by these Terms of Use.  You represent and warrant that any information You provide through the Website or the Promoted Services is and will remain accurate and complete, and that You will maintain and update such information as needed.

With respect to any individual whose personal information is provided by You to Prime through the Website and the Promoted Services, You represent to Prime that You have the authority to provide such information and that You have provided all necessary notice and obtained all necessary consents for the processing of such information contemplated by the Promoted Services You are using.

5. License and Ownership

Any and all intellectual property rights (“Intellectual Property”) associated with the Website and its contents “the “Content”) are the sole property of Prime, its affiliates or third parties. Elements of the Website are also protected by trade dress, trade secret, unfair competition, and other laws and may not be copied or imitated in whole or in part. All custom graphics, icons, and other items that appear on the Website are trademarks, service marks or trade dress (“Marks”) of Prime, its affiliates or other entities that have granted Prime the right and license to use such Marks and may not be used or interfered with in any manner without the express written consent of Prime. Except as otherwise expressly authorized by these Terms of Use, You may not copy, reproduce, modify, lease, loan, sell, create derivative works from, upload, transmit, or distribute the Intellectual Property of the Website in any way without Prime ‘s or the appropriate third party’s prior written permission. Except as expressly provided herein, Prime does not grant to You any express or implied rights to Prime ‘s or any third party’s Intellectual Property.

Prime grants You a limited, personal, nontransferable, nonsublicensable, revocable license to: (a) access and use only the Website, Content and Promoted Services only in the manner presented by Prime, and (b) access and use the Promoted Services offered within the Website (the “Prime Systems”) only in the manner expressly permitted by Prime. Except for this limited license, Prime does not convey any interest in or to the Prime Systems, information or data available via the Prime Systems (the “Information”), Content, Promoted Services, Website or any other Prime property by permitting You to access the Website. Except to the extent required by law or as expressly provided herein, none of the Content and/or Information may be reverse-engineered, modified, reproduced, republished, translated into any language or computer language, re-transmitted in any form or by any means, resold or redistributed without the prior written consent of Prime. You may not make, sell, offer for sale, modify, reproduce, display, publicly perform, import, distribute, retransmit or otherwise use the Content in any way, unless expressly permitted to do so by Prime.

6. Restrictions on Use of the Website

In addition to other restrictions set forth in these Terms of Use, You agree that:

(a) You shall not disguise the origin of information transmitted through the Website.

(b) You will not place false or misleading information on the Website.

(c) You will not use or access any service, information, application or software available via the Website in a manner not expressly permitted by Prime.

(d) You will not input or upload to the Website any information which contains viruses, Trojan horses, worms, time bombs or other computer programming routines that are intended to damage, interfere with, intercept or expropriate any system, the Website or Information or that infringes the Intellectual Property (defined below) rights of another.

(e) Certain areas of the Website are restricted to customers of Prime.

(f) You may not use or access the Website or the Prime Systems or Promoted Services in any way that, in Prime ‘s judgment, adversely affects the performance or function of the Prime Systems, Promoted Services or the Website or interferes with the ability of authorized parties to access the Prime Systems, Promoted Services or the Website.

(g) You may not frame or utilize framing techniques to enclose any portion or aspect of the Content or the Information, without the express written consent of Prime.

7. Links

(a) Outbound Links. The Website may contain links to third-party Websites and resources (collectively, “Linked Sites”). These Linked Sites are provided solely as a convenience to You and not as an endorsement by Prime of the content on such Linked Sites. Prime makes no representations or warranties regarding the correctness, accuracy, performance or quality of any content, software, service or application found at any Linked Site. Prime is not responsible for the availability of the Linked Sites or the content or activities of such sites. If You decide to access Linked Sites, You do so at Your own risk. In addition, Your use of Linked Sites is subject to any applicable policies and terms and conditions of use, including but not limited to, the Linked Site’s privacy policy.

(b) Inbound Links. Linking to any page of the Website other than to https://primesoftwaresolutions.com through a plain text link is strictly prohibited in the absence of a separate linking agreement with Prime. Any website or other device that links to https://primesoftwaresolutions.com or any page available therein is prohibited from: (a) replicating Content, (b) using a browser or border environment around the Content, (c) implying in any fashion that Prime or any of its affiliates are endorsing it or its products, (d) misrepresenting any state of facts, including its relationship with Prime or any of its affiliates, (e) presenting false information about Promoted Services, and (f) using any logo or mark of Prime or any of its affiliates without express written permission from Prime.

 

  1. Submissions

Prime does not accept ideas, concepts, or techniques for new services or products through the Website (“Comments”).  If such Comments are received, You acknowledge that (a) they will not be considered confidential or proprietary, (b) Prime and its affiliates are under no obligation to keep such information confidential, and (c) Prime will have an unrestricted, irrevocable, world-wide, royalty-free right to use, communicate, reproduce, publish, display, distribute, and exploit such Comments in any manner it chooses.

9. Termination

You agree that Prime, in its sole discretion, may terminate or suspend Your use of the Website, the Prime Systems, Information, Promoted Services and Content at any time and for any or no reason in its sole discretion, even if access and use continues to be allowed to others.  Upon such suspension or termination, You must immediately: (a) discontinue use of the Website, and (b) destroy any copies You have made of any portion of the Content.  Accessing the Website, the Prime Systems, Information or Promoted Services after such termination, suspension or discontinuation shall constitute an act of trespass.  Further, You agree that Prime shall not be liable to You or any third party for any termination or suspension of Your access to the Website, the Prime Systems, Information and/or the Promoted Services.

10. Disclaimer of Warranties

PRIME MAKES NO REPRESENTATIONS ABOUT THE RESULTS TO BE OBTAINED FROM USING THE WEBSITE, THE PRIME SYSTEMS, PROMOTED SERVICES, THE INFORMATION OR THE CONTENT.  THE USE OF SAME IS AT YOUR OWN RISK.

THE WEBSITE, THE PRIME SYSTEMS, THE INFORMATION, PROMOTED SERVICES AND THE CONTENT ARE PROVIDED ON AN “AS IS” BASIS.  PRIME, ITS LICENSORS, AND ITS SUPPLIERS, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR A PARTICULAR PURPOSE.  PRIME AND ITS AFFILIATES, LICENSORS AND SUPPLIERS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY, COMPLETENESS, SECURITY OR TIMELINESS OF THE CONTENT, INFORMATION OR PROMOTED SERVICES PROVIDED ON OR THROUGH THE USE OF THE WEBSITE OR THE PRIME SYSTEMS.  NO INFORMATION OBTAINED BY YOU FROM THE WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED BY PRIME IN THESE TERMS OF USE.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTY, SO THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION MAY NOT APPLY TO YOU.  IF YOU ARE DEALING AS A CONSUMER, YOUR STATUTORY RIGHTS THAT CANNOT BE WAIVED, IF ANY, ARE NOT AFFECTED BY THESE PROVISIONS.  YOU AGREE AND ACKNOWLEDGE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND WARRANTY PROVIDED IN THESE TERMS OF USE ARE FAIR AND REASONABLE.

11. Limitation of Liability

TO THE EXTENT PERMITTED BY APPLICABLE LAW AND TO THE EXTENT THAT PRIME IS OTHERWISE FOUND RESPONSIBLE FOR ANY DAMAGES, PRIME IS RESPONSIBLE FOR ACTUAL DAMAGES ONLY.  TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL PRIME, ITS AFFILIATES, ITS LICENSORS, ITS SUPPLIERS OR ANY THIRD PARTIES MENTIONED AT THE WEBSITE BE LIABLE FOR ANY INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION RESULTING FROM THE USE OF OR INABILITY TO USE THE WEBSITE, THE PRIME SYSTEMS, INFORMATION, PROMOTED SERVICES OR THE CONTENT WHETHER BASED ON WARRANTY, CONTRACT, TORT, DELICT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT PRIME IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  TO THE EXTENT PERMITTED BY LAW, THE REMEDIES STATED FOR YOU IN THESE TERMS OF USE ARE EXCLUSIVE AND ARE LIMITED TO THOSE EXPRESSLY PROVIDED FOR IN THESE TERMS OF USE.

12. Compliance with Law Including Export Control

You agree to use the Website in strict compliance with all applicable laws, rulings and regulations and in a fashion that does not, in the sole judgment of Prime, negatively reflect on the goodwill or reputation of Prime and shall take no actions which would cause Prime to be in violation of any laws, rulings or regulations applicable to Prime.

Prime and the Website are based in the United States.  The United States and certain other jurisdictions control the export of products and information.  You agree to comply with all such applicable restrictions and not to export or re-export the Content (including any software or the Promoted Services) to countries or persons prohibited under the United States or other applicable export control laws or regulations.  If You access and download the Content (including any software or the Promoted Services) or Information, You represent that You are not in a country where such export is prohibited or are not a person or entity to which such export is prohibited.  You are solely responsible for compliance with the laws of Your local jurisdiction and any other applicable laws regarding the import, export, or re-export of the Content (including any software or the Promoted Services).

13. Governing Law, Jurisdiction & Venue

TO THE FULLEST EXTENT PERMITTED BY LAW, YOU HEREBY EXPRESSLY AGREE THAT THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF ARKANSAS, AND THAT ANY PROCEEDING ARISING OUT OF OR RELATING TO YOUR USE OF THE WEBSITE, THE PRIME SYSTEMS, INFORMATION, PROMOTED SERVICES AND CONTENT SHALL BE INSTITUTED IN A STATE OR FEDERAL COURT SITTING IN THE COUNTY OF WASHINGTON, STATE OF ARKANSAS, UNITED STATES OF AMERICA AND YOU EXPRESSLY WAIVE ANY OBJECTION THAT YOU MAY HAVE NOW OR HEREAFTER TO THE LAYING OF THE VENUE OR TO THE JURISDICTION OF ANY SUCH PROCEEDING.  YOU AGREE THAT ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE, THE PRIME SYSTEMS, INFORMATION, PROMOTED SERVICES AND/OR CONTENT MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE.

14. General

You may not assign these Terms of Use or any of Your interests, rights or obligations under these Terms of Use.  If any provision of these Terms of Use is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect.  No waiver of any of these Terms of Use shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

15. Written Document

You may preserve these Terms of Use in written form by printing them for Your records, and You waive any other requirement that these Terms of Use be evidenced by a written document.

16. Complete Agreement

EXCEPT AS EXPRESSLY PROVIDED IN A SEPARATE LICENSE, SERVICE OR OTHER WRITTEN AGREEMENT BETWEEN YOU AND PRIME, THESE TERMS OF USE CONSTITUTE THE ENTIRE AGREEMENT BETWEEN YOU AND PRIME WITH RESPECT TO THE USE OF THE WEBSITE, THE PRIME SYSTEMS, AND ANY SOFTWARE OR SERVICE, INFORMATION AND CONTENT CONTAINED THEREIN, AND SUPERSEDE ALL DISCUSSIONS, COMMUNICATIONS, CONVERSATIONS AND AGREEMENTS CONCERNING THE SUBJECT MATTER HEREOF.