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SDM Software Terms of Service

 

Last updated: October 24, 2022

 

These website terms of service  (“Terms of Service”) are between you and SDM Software, Inc. (“SDM”, “we”, “us” or “our”) and govern your access to and use of the website located at https://www. sdmsoftware.com (the “Website”).  The term “you” as used in these Terms of Service means any person or entity who accesses or uses the Website.

Please read these Terms of Service carefully before you use the Website.  By using the Website, you accept and agree to be bound and abide by these Terms of Service.  Additional terms and conditions may apply to your download and use of Freeware (as defined below) and other aspects of your relationship with us.  The Website is offered and available to users who are 18 years of age or older.  By using the Website, you represent and warrant that you meet the foregoing eligibility requirements and are fully able and competent to enter into and comply with these Terms of Service.  If you do not accept these Terms of Service, please do not access or view the Website or download Freeware.

  1. CHANGES TO THE TERMS OF SERVICE & WEBSITE

We may revise and update these Terms of Service from time to time in our sole discretion.  All changes are effective immediately when we post them, and your continued use of the Website following the posting of revised Terms of Service means that you accept and agree to the changes.

  1. ACCESSING THE WEBSITE; DOWNLOADING FREEWARE

We reserve the right to terminate, alter or amend the Website, Freeware and/or any other product or service we provide on or through the Website, in our sole discretion without notice.  We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period.

We may make software available to you for download from our Website (“Freeware”) at no charge, and you may elect to download and use this Freeware in your sole discretion.  Freeware is for evaluation purposes only and is not supported by SDM.  Freeware is subject to these Terms of Service to the extent expressly set forth herein.  For the avoidance of doubt, please note that (i) your download and use of Freeware is not subject to any representations, warranties, or service level obligations from SDM of any kind, and (ii) all restrictions, SDM’s reservation of rights and your responsibilities with respect to the Website shall apply  equally to your use of Freeware.

We may discontinue the availability of Freeware at any time in our sole discretion.  We will have no liability for any harm or damage incurred by you or any third party arising out of or in connection with Freeware.

  1. INTELLECTUAL PROPERTY RIGHTS

The Website and its entire contents, features and functionality (including but not limited to all information, Freeware, other software, text, displays, images, video and audio, and the design, selection and arrangement thereof) (collectively, the “SDM Materials”), are owned by SDM, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property rights laws.

These Terms of Service permit you to use the Website and SDM Materials for your personal, non-commercial use only.  You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, store or transmit any of the SDM Materials without SDM’s prior written consent. If we provide social media features, you may take such actions as are enabled by such features.

No right, title or interest in or to the Website or SDM Materials is transferred to you under any circumstances, and all rights not expressly granted are reserved by SDM.  Any use of the Website and SDM Materials not expressly permitted by these Terms of Service is a breach of these Terms of Service and may violate copyright, trademark and other laws.

You acknowledge and agree that all questions, comments, ideas, feedback, blog comments or other information provided by you to SDM on, through or about the Website, Freeware, our products and services and/or SDM’s business (“Feedback”) are not confidential and that we may reproduce, display, perform, distribute, publish, modify, edit or otherwise use such Feedback as we deem appropriate, for any and all commercial or non-commercial purposes, in our sole discretion.  If you suggest any new features and/or functionality for the Website, Freeware and/or any services or products offered by SDM that we subsequently incorporate into the Website, Freeware and/or any of our products or services, you further acknowledge that (i) SDM shall own, and has all rights to use, such Feedback, and the Website, Freeware, product or service (as the case may be) incorporating such new features and/or functionality shall be the sole and exclusive property of SDM and (ii) all such Feedback shall be free from any confidentiality restrictions.

We may incorporate third party software as part of the Website, and any such third party software may be subject to additional terms provided by a third party licensor to SDM.

  1. TRADEMARKS

All trademarks, service marks, logos, slogans, taglines and trade names of SDM which appear on the Website, whether registered or not (including but not limited to: the word mark “SDM” and the SDM logo) (collectively, the “Marks”) are and shall remain the exclusive property of SDM or its licensors (as applicable) and are protected by applicable intellectual property and trademark laws and treaties.  You may not use, copy, reproduce, republish, upload, post, transmit, distribute or modify any of the Marks in any way without SDM’s prior consent, which shall be in SDM’s sole discretion. Use of any of the Marks on any other website is prohibited without the express written consent of SDM.

  1. YOUR LICENSE

SDM hereby grants you a limited, non-exclusive, revocable, non-transferable license to access and view the Website, and to download and use the Freeware, in accordance with these Terms of Service. This license does not give you any ownership or intellectual property interest in the Website, Freeware, any SDM Materials or the Marks.  Other than as required to facilitate your permissible use, you may not reproduce, perform, publicly display, embed, create derivative works of, republish, upload, post, retransmit or redistribute in any way whatsoever the Website, Freeware or any SDM Materials.  All rights not expressly granted to you under these Terms of Service are reserved by SDM.

 

 

  1. YOUR INFORMATION

You grant to SDM a non-exclusive license to copy, use and display any and all data, information or communications (including personally identifiable data) sent to SDM or entered by you while accessing the Website (your “Information”) to the extent necessary for SDM to operate the Website, its business, and/or to facilitate interactions or transactions with you.  You acknowledge that SDM exercises no control whatsoever over the content of your Information and it is your sole responsibility, at your own expense, to provide the Information, and to ensure that the Information you transmit or receive complies with all applicable laws and regulations now in place or enacted in the future.  SDM is under no obligation to review your Information for accuracy, potential liability or for any other reason.

You should also review our Privacy Policy — https://sdmsoftware.com/privacy-policy/–for additional details about how we collect, use and store your Information.  The terms of our Privacy Policy are incorporated herein by reference and made a part of these Terms of Service.

  1. PROHIBITED USES

You may use the Website and SDM Materials only for lawful purposes and in accordance with these Terms of Service.  You agree not to:

  • Use the Website and/or SDM Materials in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
  • Remove, alter or obscure any Mark or other proprietary notice or legend of SDM or its licensors contained in or on the Website and/or the SDM Materials.
  • Copy, decompile, reverse engineer, disassemble, attempt to derive the source code, modify, transcribe, store, translate, sell, lease, transfer, distribute or create derivative works of the Website, Freeware, SDM Materials and/or any Marks.
  • Use the Website or any device, software or routine in any manner that could disable, overburden, damage, or impair the proper working of the Website or interfere with any other party’s use of the Website.
  • Use any robot, spider or other automatic device, process or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
  • Introduce any viruses, Trojan horses, worms, logic bombs or other material or harmful code to the Website.
  • Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer or database connected to the Website.
  • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of the Website.

SDM may take whatever remedial action it determines in its sole discretion is appropriate if you engage in any prohibited acts, including, but not limited to, suspension or cancellation of your access to the Website and/or SDM’s products and services.  You agree that disputes arising from an alleged violation of these Terms of Service or any intellectual property rights may result in SDM suffering irreparable harm and that, in the event of such a dispute, SDM may seek a restraining order, preliminary injunctive relief, an injunction, specific performance or other equitable relief and/or legal remedies.

  1. NO RELIANCE ON INFORMATION POSTED

The information presented on or through the Website is made available solely for general information purposes.  We do not warrant the accuracy, completeness, timeliness, or usefulness of this information.  Any reliance you place on such information is strictly at your own risk.  We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

The Website may include content provided by third parties. All statements and/or opinions expressed in these materials are solely the opinions and the responsibility of the person or entity providing those materials.  Such content does not necessarily reflect the opinion of SDM.  We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

  1. ELECTRONIC COMMUNICATIONS

When you use parts of the Website or send emails to us, you are communicating with us electronically.  You consent to receive communications from us electronically.  We will communicate with you by email or by posting notices on the Website.  You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing and are effective immediately.

  1. PRIVACY

Our Privacy Policy located at https://sdmsoftware.com/privacy-policy/ (“Privacy Policy”) describes our practices with respect to the collection, use and disclosure of Information and other data in connection with the Website.  By using the Website, you agree to the collection, use and disclosure practices in our Privacy Policy.

  1. LINKS FROM THE WEBSITE

Our Website may contain links to websites that are owned and controlled by third parties that are not within SDM’s control, which are for your convenience only.  The sites you can link to have their own separate terms and conditions and privacy policies, which we encourage you to review prior to using such sites.  We are not responsible and cannot be held liable for the content and activities of those sites.  You therefore visit and access those sites entirely at your own risk.

  1. DISCLAIMER OF WARRANTIES

 

  • WEBSITE AND SDM MATERIALS. YOUR USE OF THE WEBSITE, SDM MATERIALS AND ANY SERVICES OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, SDM MATERIALS AND ALL SERVICES PROVIDED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE.  WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. NEITHER SDM NOR ANY PERSON ASSOCIATED WITH SDM MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE OR SDM MATERIALS.  WITHOUT LIMITING THE FOREGOING, NEITHER SDM NOR ANYONE ASSOCIATED WITH SDM REPRESENTS OR WARRANTS THAT THE WEBSITE, SDM MATERIALS OR ANY SERVICES OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, UP-TO-DATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE, SDM MATERIALS OR ANY SERVICES OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.  SDM UNDERTAKES NO OBLIGATION TO UPDATE, AMEND OR CLARIFY THE WEBSITE OR ANY SDM MATERIAL, EXCEPT AS REQUIRED BY LAW.  WHILE WE ATTEMPT TO MAKE YOUR ACCESS AND USE OF THE WEBSITE SAFE, WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT OUR WEBSITE OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  SDM DISCLAIMS ALL RESPONSIBILITY AND LIABILITY FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF THE INTERNET, COMPUTER SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT, MOBILE DEVICES, SOFTWARE OR FAILURE OF EMAIL DUE TO TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET, INCLUDING INJURY OR DAMAGE TO ANY COMPUTER OR MOBILE DEVICE RELATED TO OR RESULTING FROM THE WEBSITE.  THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

 

  • FREEWARE. YOU UNDERSTAND AND AGREE THAT ALL FREEWARE IS PROVIDED “AS IS” AND SDM MAKES NO WARRANTIES OF ANY KIND WITH RESPECT TO THE FREEWARE, EITHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. PLEASE NOTE THAT ANY DATA YOU ENTER INTO FREEWARE WILL NOT BE STORED BY SDM AND WILL BE LOST UPON YOUR DISCONTINUING USE OF THE FREEWARE.  NOTWITHSTANDING ANYTHING TO THE CONTRARY, SDM WILL HAVE NO WARRANTY, INDEMNITY, SUPPORT, LIABILITY, OR OTHER OBLIGATIONS IN CONNECTION WITH FREEWARE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

 

  • SOLE REMEDY. IN THE EVENT OF ANY PROBLEM WITH THE WEBSITE, FREEWARE AND/OR OTHER SDM MATERIALS, YOU AGREE THAT YOUR SOLE REMEDY IS TO CEASE ACCESSING AND USING THE WEBSITE, FREEWARE AND SDM MATERIALS.

 

  1. LIMITATION ON LIABILITY

YOU ACKNOWLEDGE THAT SDM IS OFFERING THE WEBSITE AS A PUBLIC SERVICE AND THAT YOU ARE ACCESSING AND VIEWING THE WEBSITE AND THE SDM MATERIAL AT YOUR OWN RISK.  IN NO EVENT WILL SDM OR ITS LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, FREEWARE, OTHER SDM MATERIALS, ANY WEBSITES LINKED TO IT, OR ANY SERVICES OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.  SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

  1. INDEMNIFICATION

You agree to defend, indemnify and hold harmless SDM and its owners, officers, directors, employees, contractors, agents and advisors from and against any action, claim, demand, damages, liabilities, costs or expenses (including attorneys’ fees and court costs) arising out of: (i) your access, viewing or use of the Website, Freeware or other SDM Materials, (ii) any conduct by you that actually or allegedly violates these Terms of Service, (iii) your actual or alleged infringement of the intellectual property rights of third parties, or (iv) your actual or alleged failure to comply with any applicable laws and regulations.

  1. INTERNATIONAL USERS

We operate the Website from the United States of America.  If you choose to access the Website from outside of the United States, you are responsible for complying with applicable local laws.

  1. FORCE MAJEURE

SDM shall not be in default or otherwise liable for any delay in or failure of its performance under these Terms of Service where such delay or failure arises by reason of any Act of God, epidemic, pandemic, any government or any governmental body, war, insurrection, acts of terrorism, the elements, strikes or labor disputes, or other similar or dissimilar causes beyond SDM’s control. Certain obligations may require the cooperation of third parties outside the control of SDM. In the event such third parties fail to cooperate in a manner that reasonably permits the performance of SDM’s obligations, such failures shall be considered as causes beyond the control of SDM and shall not be the basis for a determination that SDM is in breach of any of its obligations under these Terms of Service or is otherwise liable.

  1. GOVERNING LAW

These Terms of Service are governed by the laws of the State of California without giving effect to any principles of conflict of law.

  1. YOUR COMMENTS AND CONCERNS

All feedback, comments, requests for technical support and other communications relating to the Website should be directed to info@sdmsoftware.com.