A. AGREE TO TRANSACT ELECTRONICALLY
You hereby agree to receive and respond electronically for all Communications for those products, services and accounts offered or accessible through Aspen’s website that are not otherwise governed by the terms and conditions of an electronic disclosure and consent.
1. Definitions The words "we," "us," and "our" refer to the entity with whom you have your Account, and the words "you" and "your" mean you, the individual(s) or entity identified on the Account(s). As used in the Disclosure, "Account" means the account you have with us. "Communication" means any customer agreements or amendments thereto, disclosures, notices, responses to claims, transaction history, privacy policies and all other information related to the product, service or Account, including but not limited to information that we are required by law to provide to you in writing.
2. Electronic Delivery of Disclosures and Notices By continuing to use this website, you are consenting to receive any Communications and all changes to such Communications electronically. In order to use the those products, services and Accounts offered or accessible through the Aspen website that are not otherwise governed by the terms and conditions of an electronic disclosure and consent and to access, receive and retain the Communications described above, you must provide at your own expense an Internet connected device that is compatible with the minimum requirements outlined below. You also confirm that your device will meet these specifications and requirements and will permit you to access and retain the Communications electronically each time you access and use the applicable services.
Please select Print, and select your printer to retain a copy. If you do not have a printer, you can copy the text of these Terms and paste the text into a new document in a word processor or a text editor on your computer and save the text.
3. Paper Delivery of Disclosures and Notices You have the right to receive a paper copy of the Communications, and any changes. To receive a paper copy, please request it in one of the following ways: call us at 240.345.3430, or write with your name and address to:
Aspen Grove Solutions, 706 West Patrick St, Frederick, MD 21701
We may charge you a reasonable service charge, to mail you a paper copy of any Communication. We will either include such service charge on our fee schedule or if we do not, before we send you the paper copy, we will first inform you of the service charge and provide you with the choice as to whether you still want us to send you a paper copy. Please be sure to state that you are requesting a copy of the Communications referenced above.
4. System Requirements to Access Information To receive and view an electronic copy of the Communications you must have the following equipment and software:
• A personal computer or other device which is capable of accessing the Internet. Your access to this page verifies that your system/device meets these requirements.
5. System Requirements to Retain Information To retain a copy, you must either have a printer connected to your personal computer or other device or, alternatively, the ability to save a copy through use of printing service or software such as Adobe Acrobat®. If you have a word processor or text editor program on your computer, then you can also copy the text of this Disclosure and the underlying agreements and paste the text into a new document in the word processor or text editor and save the text.
6. Withdrawal of Electronic Acceptance of Disclosures and Notices You can also contact us in any of the ways described in the paragraph entitled "Paper Delivery of Disclosures and Notices" to withdraw your consent to receive any future Communications electronically, including if the system requirements described above change and you no longer possess the required system. If you withdraw your consent, we will terminate your use of the Aspen website and the services provided through Aspen website.
7. Termination / Changes We reserve the right, in our sole discretion, to discontinue the provision of your electronic Communications, or to terminate or change the terms and conditions on which we provide electronic Communications. We will provide you with notice of any such termination or change as required by law.
Aspen’s Cloud contains a mobile application to facilitate on-site services included in Aspen’s Cloud Services. Aspen’s mobile application relies on your wireless service, your mobile device’s GPS antenna coverage and the wireless coverage within the area in which you are located at that time. To use Aspen’s mobile application, your location and caller identification must be activated to enable Aspen to validate the Account associated with the applicable mobile device, the specific location at which you, your employees and/or subcontractors are providing on-site services, and any other specific individuals who are actively using Aspen iMobile®.
C. USING ASPEN’S CLOUD SERVICES.
1. Setting up Your Account; Registration: You must create one or more accounts through Aspen’s Cloud (individually and collectively, “Account”) to use Aspen’s Cloud Services. You may designate, permit and assign Account access and passwords to as many users as are permitted by the Application Service(s) for which you have registered. You may upload work-specific information such as street addresses, photographs, videos, property characteristics and insurance. You may also upload information that may be considered personally identifiable information (“PII”) such as names, contact and other information about prospective and actual property purchasers, sellers, landlords, tenants, brokers, property service providers as well as Pll of your employees and subcontractors, such as skills and competencies, social security numbers and photos.
Account information to keep it true, accurate, current and complete; and (v) not engage in any harmful or abusive activities that may disrupt Aspen’s Cloud, its ability to provide and any user’s ability to use Aspen’s Cloud Services or violate any laws, rules or regulations.
2. Your Account: Once Aspen has validated and set up your Account, you may order and pay for Services at which time you may be required to recertify your compliance with laws applicable to one or more of Aspen’s Services. For example, if you order Aspen iRecord® Services, each time you order a background check or other consumer report, you will be required to reaffirm each of the certifications you made in the Employer Certification as well as the Access Security Requirements. You may access your Account history using your user name and password. You agree that Aspen may provide your Account statements and all messages and notifications to you electronically through Aspen’s Cloud or via email.
3. Changing Your Account Information/Settings: It is your responsibility to review and update your Account information. You may update your Account profile, settings and information at any time, for example, to add/update/delete credit cards, mobile devices and authorized users at any time through your Account. This is especially important with respect to credit card information because credit cards expire periodically. You acknowledge and agree that Aspen will have no liability associated with or arising from your failure to maintain accurate Account information or update your authorized users. If Aspen has reasonable grounds to suspect that the information you have provided is or becomes untrue, inaccurate or incomplete, Aspen may suspend or terminate your Account and refuse any and all current or future use of Aspen’s Cloud and/or all or any part of Aspen’s Cloud Services.
5. Data Storage: Subject to your continued payment of all fees when due, Aspen agrees to store data associated with your Account that you saved prior to your Security Credentials timing-out or logging out of your Account while your Account is active, and for a period of thirty (30) days after Account termination. Aspen is not responsible for any data lost as a result of your failure to save it prior to time-out of your Security Credentials or logging out of your Account.
Aspen shall have neither the obligation to provide data storage services nor any liability for maintenance or destruction of your data upon the expiration of the thirty (30) day period. Accounts may be allocated a maximum amount of storage space in which event your use of excess data storage space may result in additional fees.
Aspen shall retain your data to the extent necessary to protect Aspen’s legal rights, or fulfill Aspen’s legal obligations.
6. User Conduct: Aspen expects users of Aspen’s Cloud and Aspen’s Cloud Services to interact with Aspen and each other in a courteous manner and in compliance with all laws. Vandalism, obscene or abusive language, harassment, threats, exploitation of children or abuse of any nature or form on Aspen’s Cloud including via email, post or other transmission is strictly prohibited. Impersonation of others or misrepresenting your affiliation with Aspen or another is prohibited. You and every user of Aspen’s Cloud Services is responsible for ensuring that any material uploaded to Aspen’s Cloud and/or disclose, publicly or privately, with respect to your use of Aspen’s Cloud Services is accurate. Aspen does not monitor or control such information and therefore cannot guaranty its accuracy, quality or integrity. You may not upload to, distribute or otherwise publish through Aspen’s Cloud any material that you know is false, misleading, contains viruses or malicious code, defamatory, vulgar, obscene, threatening, libelous, infringes upon another’s proprietary rights is invasive of another’s privacy or publicity rights, hateful, racially or ethnically insulting or which may constitute or encourage a criminal offense, violate any law or another’s rights or otherwise give rise to liability.
You agree not to forge headers or otherwise manipulate identifiers in order to disguise the origin of anything transmitted through Aspen’s Cloud, disclose proprietary or confidential information or otherwise infringe another’s patent, trademark, trade secret, copyright, publicity or privacy rights or other proprietary right. You may not conduct raffles, contests, lotteries or sweepstakes. You may not upload chain letters, pyramid schemes, solicitations, or commercial material of any sort (whether or not solicited) to Aspen’s Cloud, use Aspen’s Cloud to solicit others, advertise or promote anything. Framing, in-line linking or other means of associating Aspen’s Cloud, or any other material you have been licensed or use pursuant to this Agreement with another or with any material, link or information not originating with Aspen’s Cloud is expressly prohibited.
You may not probe, scan or test the vulnerability of Aspen’s Cloud or any networks. You may not use any “deep-link,” “page-scrape,” “robot,” “spider” or other automatic device program, algorithm, or methodology, or any similar or equivalent manual process to access, acquire, copy or monitor any portion of Aspen’s Cloud. You may not reproduce or circumvent the navigational structure or presentation of Aspen’s Cloud, attempt to circumvent the security features or attempt to access any materials or information through any means not purposely made available by Aspen through Aspen’s Cloud or Aspen’s Cloud Services. Any attempt to interfere with or disrupt Aspen’s Cloud or any of its component parts, whether via malicious code, files or other means, or attempts to disassemble, reverse engineer or decompile any software access through Aspen’s Cloud, trace the information of any other use or visitor, circumvent security features, or take any action that compromises the privacy or security of Aspen’s Cloud, users or other visitors is strictly prohibited.
D.FEES; PAYMENT; CREDITS.
1.Fees. Fees for Aspen’s Cloud Services are set forth on Aspen’s Cloud when you register your Account or will be provided to you shortly thereafter. You agree to pay all registration, periodic, per order and other fees for each of Aspen’s Cloud Services ordered by you or through your Account at the rates designated each time you place an order, plus all applicable taxes. Should Aspen agree to invoice you at the physical or email address provided in your Account registration, you agree to pay all invoices within 30 days of the invoice date. Fees will be charged to your Account in the currency of the country in which you are located, at the rates as of the date you order the specific Services. In addition, standard data and text rates may apply for each text message sent from and received by your mobile device as determined by your wireless provider. You are solely responsible for all fees and charges attributable to your Account, including those mentioned above, as well as any other charges imposed by your wireless provider. Contact your wireless provider for complete data, text and other pricing details. You also consent to Aspen collecting fees from you on behalf of an Aspen Client if so directed by the Client. You agree Aspen may charge the credit card associated with your Account in advance for all periodic fees and each time you place an order. A fee of US$15.00 may be charged to your Account each time your credit card is rejected and Aspen may charge you $100.00 if checks are returned. Unpaid outstanding balances, if any, may accrue interest at the highest rate allowable by law.
2.Credits: If you believe a billing or accounting error has occurred with respect to charges made to your Account, please notify Aspen Account Services at firstname.lastname@example.org . Please provide your Account name and number, description of the error including dollar amount and the best way to contact you and Aspen will resolve your complaint pursuant to its policies and procedures. If Aspen verifies the billing error, it will credit your Account; however your credit card or Account may not reflect the refund until the following billing/invoice cycle. Aspen does not provide cash refunds of any kind nor does it refund amounts for transactions reflected on your Account statement that are over thirty (30) days old.
E.ACCOUNT TERMINATION. You may terminate your Account at any time, subject to payment in full of any and all outstanding fees and charges. To terminate your Account and access to Aspen’s Cloud Services at any time, please contact Aspen Customer Service at email@example.com . Please note that uninstalling Aspen’s mobile application from your mobile device will not terminate your Account, your ability to access Aspen’s Cloud or use Aspen’s Cloud Services. Aspen may suspend or terminate your Account and/or your access to all or any part of Aspen’s Cloud and/or Aspen’s Cloud Services at any time with or without notice to you if (i) you fail to make any payments when due, (ii) the credit card and/or mobile device associated with your Account is denied, reported lost, stolen, suspended or terminated for any reason and you do not replace it with a new one within a reasonable period of time, (iii) your Account is inactive; (iv) you misuse Aspen’s Cloud or Aspen’s Cloud Services; (v) you misrepresent yourself or commit a fraudulent act or (vi) you fail to comply with this Agreement.
F. PROPRIETARY RIGHTS; LIMITED LICENSE. Aspen’s Cloud Services are provided through Aspen’s Cloud. Aspen’s Cloud includes Aspen’s network of current and future websites and web pages and all data, information and material collected as a result of access to Aspen’s Cloud and use of Aspen’s Cloud Services. Aspen’s Cloud also includes Aspen’s Technology, Marks and Aspen’s mobile application. Aspen’s Cloud includes the “look and feel” of Aspen’s websites and all graphics, pictures, audio, video, page leaders, button icons, scripts, content and the collection, compilation, assembly and arrangement of all of the foregoing. Aspen’s Technology includes all hardware, software and other technology, architecture and networks associated with enabling or facilitating your access to Aspen’s Cloud and use of Aspen’s Cloud Services, including without limitation, all application programming interfaces developed to enable you to access Aspen’s Cloud and use Aspen’s Cloud Services regardless of the creator. Aspens’ Marks include, without limitation, “Aspen Grove®,” “Aspen iAgent®,” Aspen iAnalyticsTM,” “Aspen iClient®,” “Aspen iFamily®,” “Aspen iLearn®,” “Aspen iListingTM,” “Aspen iMobile®,” “Aspen iProperty®,” “Aspen iRecord®”, “Aspen iVendor®,” “Aspen IPWorkflow™,” “the green, yellow and orange stylized leaves in a gray circle, and any other trademarks, trade names, service marks, trade dress, logos and slogans, individually and/or as may be combined with one another, used by Aspen at any time, whether or not registered. Everything you see, read or use as a result of your access to Aspen’s Cloud or use of Aspen’s Cloud Services, including, without limitation, all features, templates, functionality and capabilities and all modifications, new versions, new features, enhancements, improvements, functionality, all derivatives and each component thereof and thereto, and all copyrights, patents, trade secrets, trademarks and other intellectual property rights therein and thereto (i) are proprietary to Aspen, (ii) are either owned by or under license to Aspen, (iii) are protected by all applicable United States and international intellectual property laws and (iv) may only be used in the manner and for the purpose set forth in this Agreement. This includes use of Aspen’s URL addresses or Marks in page text, as key words, meta tags or any other “hidden text.”
You give Aspen a non-exclusive right and license to use and permit Aspen’s third party service providers to use all material, information and data of any nature or sort you upload to and transmit through Aspen’s Cloud, including PII, to enable Aspen to provide Aspen’s Cloud Services, to identify you as an Aspen customer and for any other purpose described in this Agreement. This license also grants to Aspen the right to use your trademarks, service marks, trade dress until the earlier of termination of your Account or this Agreement.
G.MODIFICATION TO THE AGREEMENT, ASPEN’S CLOUD, ASPEN’S CLOUD SERVICES: From time to time, Aspen may update or change this Agreement for any reason. Please consult this Agreement regularly for any changes. Aspen may change any part of Aspen’s Cloud, including disabling or expanding any features and capabilities, interrupting, restricting, modifying or discontinuing, temporarily or permanently, at any time for any reason. You agree that Aspen shall not be liable to you or to any third party for such actions. Aspen may also modify, suspend or terminate all or any part of Aspen’s Cloud Services, limit the number of users and/or how often users may access Aspen’s Cloud and the duration of use during any given time period, all without incurring any liability or obligation to you or any third party. You will be notified if a new version of Aspen’s mobile application is available and you will be asked if you wish to upgrade to the new version. If you do not upgrade to the new version, you may continue to use it however some features or functionality provided by the new version may not be available to you.
H. DISCLAIMERS; LIABILITY LIMITS.
“AS-IS”; NO WARRANTIES. ASPENS CLOUD MERELY FACILITATES YOUR ABILITY TO CONDUCT YOUR BUSINESS OPERATIONS MORE EFFICIENTLY. ASPEN DOES NOT MAKE AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, REPRESENTATIONS AND LIABILITY WITH RESPECT TO THIS AGREEMENT, ANY OTHER DOCUMENTS OR COMMUNICATIONS, WHETHER ORAL OR WRITTEN, THE ASPEN CLOUD AND ASPEN CLOUD SERVICES AND YOUR USE THEREOF, WHETHER EXPRESS, IMPLIED OR IMPOSED BY OPERATION OF LAW, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, COURSE OF DEALING OR COURSE OF CONDUCT. YOU AGREE THAT YOUR ACCESS TO ALL OR ANY PART OF ASPEN’S CLOUD AND/OR USE OF ASPEN’S CLOUD SERVICES IS AT YOUR SOLE RISK. ASPEN’S CLOUD AND ASPEN’S CLOUD SERVICES, INCLUDING WITHOUT LIMITATION, ALL MATERIALS, CONSUMER REPORTS, INFORMATION, PRICES AND OTHER PRODUCTS,
SERVICES OR OFFERS, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ASPEN HEREBY DISCLAIMS ANY AND ALL DAMAGES FOR, ARISING OUT, OF OR RELATED TO YOUR INABILITY TO ACCESS ASPEN’S CLOUD OR USE ASPEN’S CLOUD SERVICES, ASPEN’S BREACH OF THIS AGREEMENT, OR ANY CLAIM BY YOU OR ANY THIRD PARTY, INCLUDING IF YOU CAUSE PROPERTY DAMAGE, PERSONAL INJURY OR DEATH USING YOUR MOBILE DEVICE TO ACCESS ASPEN’S MOBILE APPLICATION WHILE DRIVING. NOTWITHSTANDING ANYTHING CONTRARY HEREIN, ALTHOUGH ASPEN WILL TAKE REASONABLE PRECAUTIONS TO MAINTAIN YOUR ACCESSIBILITY TO ASPEN’S CLOUD AND PROTECT YOUR ACCOUNT FROM DELETION, CORRUPTION OR UNAUTHORIZED MODIFICATION OF OR ACCESS TO ANY PART OF ASPEN’S CLOUD, ASPEN MAKES NO REPRESENTATION OR WARRANTY AND EXPRESSLY DISCLAIMS THAT ITS EFFORTS WILL ALWAYS BE SUCCESSFUL, THAT ASPEN’S CLOUD OR ASPEN’S CLOUD SERVICES WILL MEET YOUR NEEDS, THAT YOUR USE WILL BE ERROR-FREE OR THAT YOUR USE OR BUSINESS OPERATIONS WILL BE UNINTERRUPTED. ASPEN DISCLAIMS LIABILITY FOR FAILURE TO COMPLETE YOUR TRANSACTION DUE TO INABILITY TO CONNECT TO ANY PART OF ASPEN’S CLOUD OR PAYMENT PROCESSOR CLEARANCE ISSUES, SUCH AS IF YOU HAVE EXCEEDED YOUR CREDIT CARD LIMIT OR IF YOUR CARD IS REJECTED FOR ANY REASON
NO ADVICE. ANY INFORMATION OR GUIDANCE ACCESSED THROUGH ASPEN’S CLOUD AND/OR CONTAINED WITHIN OR PROVIDED THROUGH ASPEN’S CLOUD SERVICES, INCLUDING WITHOUT LIMITATION ANY TRAINING, IS PROVIDED SOLELY AS A COURTESY AND IS NOT LEGAL ADVICE OR COUNSEL. ASPEN EXPRESSLY DISCLAIMS ANY IMPLIED OR EXPRESS WARRANTIES AND ANY LIABILITY WITH RESPECT TO ANY INFORMATION OR GUIDANCE PROVIDED.
LINKS. ASPEN’S CLOUD MAY CONTAIN LINKS TO OTHER INTERNET WEBSITES OR RESOURCES. WHEN YOU LINK TO THOSE SITES, YOU LEAVE ASPEN’S CLOUD. ASPEN HAS NO CONTROL OVER SUCH SITES, THEIR CONTENT AND RESOURCES OR THE BUSINESS PRACTICES OR POLICIES OF OPERATORS OF SUCH SITES. PLEASE USE CAUTION AND REVIEW THE PRIVACY POLICIES OF ANY SITES THAT YOU VISIT TO LEARN MORE ABOUT THEIR INFORMATION-GATHERING AND SHARING PRACTICES. ASPEN EXPRESSLY DISCLAIMS ALL RESPONSIBILITY OR LIABILITY FOR THE AVAILABILITY OR ACCURACY OF SUCH EXTERNAL SITES OR RESOURCES OR THE CONTENT THEREON. ASPEN DOES NOT ENDORSE AND IS NOT RESPONSIBLE OR LIABLE FOR ANY ADVERTISING, PRODUCTS OR OTHER MATERIALS ON OR AVAILABLE FROM SUCH SITES OR RESOURCES. THE INCLUSION OF ANY LINK ON ASPEN’S CLOUD DOES NOT IMPLY THAT ASPEN ENDORSES THE LINKED SITE. YOUR USE OF ANY LINKS IS AT YOUR OWN RISK. YOU FURTHER ACKNOWLEDGE AND AGREE THAT ASPEN 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 YOUR USE OF OR RELIANCE ON ANY GOODS, SERVICES OR MATERIALS AVAILABLE ON OR THROUGH ANY SUCH LINK, SITE OR RESOURCE.
FORCE MAJEURE. ASPEN SPECIFICALLY DISCLAIMS ANY RESPONSIBILITY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO YOUR ACCESS TO ASPEN’S CLOUD. ASPEN SHALL NOT BE LIABLE IF IT IS UNABLE TO PROVIDE ASPEN’S CLOUD (OR ANY PART THEREOF) OR PERFORM ANY OF ITS OBLIGATIONS CONTAINED IN THIS AGREEMENT DUE TO, DIRECTLY OR INDIRECTLY, THE FAILURE OF ANY PART OF ASPEN’S CLOUD, ANY WIRELESS CARRIER, TELECOMMUNICATIONS, POWER OR ELECTRICAL FAILURE OR SURGE, ANY INDUSTRIAL OR LABOR DISPUTE, CIVIL DISTURBANCE, EXPLOSION, FLOOD, EXTREME WIND, LIGHTNING, FIRE OR OTHER CASUALTY OR ACT OF NATURE, INABILITY TO SECURE SUFFICIENT FUEL, ENERGY, MATERIALS, SERVICES OR TRANSPORTATION OR ANY OTHER EVENT BEYOND ASPEN’S REASONABLE CONTROL.
CONSEQUENTIAL DAMAGES. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT OR MANDATED BY LAW, IN NO EVENT SHALL ANY OF THE ASPEN PARTIES (AS DEFINED IN SECTION J BELOW) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, CONTINGENT, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, PROFITS, BUSINESS, GOODWILL OR LOSS OF USE, EVEN IF ASPEN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.
2.LIMITATION OF LIABILITY:
ASPEN’S SOLE LIABILITY, AND THAT OF ITS CUSTOMERS, LICENSORS, SUPPLIERS AND BUSINESS PARTNERS, IS LIMITED TO ASPEN’S FEES BUT (NOT THOSE OF ANY THIRD PARTY) ACTUALLY RECEIVED BY ASPEN FROM YOU AS A RESULT OF YOUR USE OF ASPEN’S CLOUD SERVICES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE APPLICABLE CLAIM OR $400, WHICHEVER IS LESS. THE PROVISIONS OF THIS AGREEMENT ALLOCATE THE RISKS BETWEEN ASPEN AND YOU. ASPEN’S PRICING REFLECTS THIS ALLOCATION OF RISK AND THE LIMITATION OF LIABILITY SPECIFIED HEREIN. WITHOUT INTENDING TO LIMIT THE FOREGOING, YOU MUST BRING ANY CLAIMS YOU MAY HAVE AGAINST ASPEN WITHIN SIX (6) MONTHS OF THE DATE THE CLAIM AROSE OR BE FOREVER BARRED. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
YOUR LEGAL RIGHTS WITH RESPECT TO THE DISCLAIMERS, WAIVERS AND LIMITATIONS OF LIABILITY SET FORTH IN THIS AGREEMENT MAY VARY FROM JURISDICTION TO JURISDICTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS/DISCLAIMERS MAY NOT APPLY TO YOU.
I.INDEMNITY: You agree to indemnify and hold harmless Aspen, its shareholders, officers, directors, employees, suppliers, licensors, service providers, agents and those of Aspen’s respective affiliates (collectively, the “Aspen Parties”) from any loss, liability, damages, fees, costs, claims, penalties or demands including reasonable fees of attorneys and other professionals, and any interest thereon, whether or not brought to suit, due to, arising out of or related to your access to Aspen’s Cloud and/or use of Aspen’s Cloud Services. Your indemnification of Aspen Parties includes, without limitation, claims arising out of alleged violation of any law, statute, regulation, or rule of any jurisdiction as amended including without limitation, the Fair Credit Reporting Act (“FCRA”), the Gramm-Leach-Bliley Act of 1999 (“GLB”), Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), and the Sarbanes-Oxley Act of 2000 (“SOX”), third party claims of any nature or sort, any injury, damage, loss or harm (whether to you or any third party) arising out of or related to your access to Aspen’s Cloud and/or use of Aspen’s Cloud Services and/or your breach of this Agreement.
J.GOVERNING LAW: Any claim between you and Aspen arising out of or related to this Agreement or Aspen’s Cloud shall be resolved exclusively within the federal and state courts residing within Baltimore County, State of Maryland, U.S.A. You waive any jurisdictional venue or inconvenient forum objections to such courts. Notwithstanding the foregoing, Aspen may seek equitable relief in any court of competent jurisdiction to prevent or enjoin misappropriation, misuse, unauthorized disclosure or infringement of its intellectual property rights. You should address any claim between you and any Aspen client or other property owner or manager or other third party service providers providing services to you or on your behalf through Aspen’s Cloud or Aspen’s Cloud Service directly with the applicable party.
K. NOTICES AND PROCEDURES FOR COPYRIGHT INFRINGEMENT CLAIMS: Aspen respects the intellectual property rights of others and asks that anyone accessing Aspen’s Cloud or using Aspen’s Cloud Services do the same. Aspen will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws. Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to Aspen. Upon receipt of notices complying with the DMCA, Aspen will act to remove or disable access to any material found to be infringing or found to be the subject of infringing activity and will act to remove or disable access to any reference or link to material or activity that is found to be infringing. If you believe that your work has been copied in any way that constitutes copyright infringement, please provide all of the following information: (i) a physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of the material that you claim is infringing or is the subject of infringing activity, that it is to be removed or access to it disabled and information reasonably sufficient to enable Aspen to locate the material on Aspen’s Cloud; (iv) your name, address, telephone number, email address and all other information reasonably sufficient to enable Aspen to contact you; (v) a statement by you that you have a good faith belief that use of the material as described by you is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the information in your notification is accurate and that you are the copyright owner or authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Notices of copyright infringement should be directed to:
By mail: Aspen Grove, Inc.
706 West Patrick Street
Frederick, MD 21701
By email: firstname.lastname@example.org
(Please include “Notice of Infringement” in subject line.)
IMPORTANT NOTE: THE PRECEDING INFORMATION IS PROVIDED EXCLUSIVELY FOR NOTIFYING ASPEN THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. ALL OTHER INQUIRIES, SUCH AS QUESTIONS RELATED TO ASPEN’S CLOUD OR ASPEN’S CLOUD SERVICES WILL NOT RECEIVE A RESPONSE THROUGH THIS PROCESS .
You may not assign this Agreement without Aspen’s prior written consent. This Agreement, any additional terms and conditions specific to the Aspen Cloud Services you order along with each re-affirmation you make through the Aspen Cloud Services represents the entire agreement between you and us, which may only be amended as described in this Agreement. If any part of this Agreement is found invalid, the balance of the Agreement remains enforceable; provided however that Aspen’s Cloud Services shall not be offered where prohibited by law. You acknowledge that you will comply with the laws and regulations of the United States and other countries that may restrict or affect the export and re-export of Aspen’s Technology. The following provisions shall survive expiration or termination of your Account and/or this Agreement: Section D. “FEES; PAYMENT; CREDITS,” F. “PROPRIETARY RIGHTS; LIMITED LICENSE,” H. “DISCLAIMERS; LIABILITY LIMITS” and any limits, representations, warranties and disclaimers set forth elsewhere in this Agreement, I. “INDEMNITY,” J. “GOVERNING LAW,” K. “NOTICES AND PROCEDURES FOR COPYRIGHT INFRINGEMENT CLAIMS,” and L. “MISCELLANEOUS. The failure to enforce any term of this Agreement on one occasion shall not prevent enforcement on any other occasion or the enforcement of any other term. Headings and captions shall not be considered included for purposes of interpretation or application hereof, but are for convenience only. Aspen does not discriminate on the basis of race, color, sex, religion, national origin, handicap or familial status in the establishment of fees, entrance qualifications or standards for the use of Aspen’s Cloud Services. Aspen’s Cloud Services service offering is a “Commercial Item,” as that term is defined at 48 C.F.R. § 2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation,” as such terms are used in 48 C.F.R. § 12.212 and 48 C.F.R. § 227.7202, as applicable. Consistent with 48 C.F.R. § 12.212, 227.7202-1 through 227.7202-4, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end-users (a) only as Commercial Items and (b) with only those rights as are granted to all other end-users pursuant to the terms and conditions herein.
If you have any questions about Aspen’s Cloud Services please email at email@example.com
CLOUD SERVICES PRIVACY STATEMENT
Aspen Grove Solutions (“Aspen”) is committed to the policy to protect and maintain the privacy of Personal Information that we collect, use, and disclose. In that regard, we certify that we endorse and follow the principles and practices outlined in the seven principals of the Safe Harbor Framework. With regard to the practices associated with this Site, “Personal Information” means any combination of information, in the possession of or likely to come into the possession of Aspen, that can be used to identify, contact, or locate a discrete individual.
PLEASE NOTE : This Statement does not apply to Personal Information collected pursuant to a background screening or other investigation undertaken by a Consumer Reporting Agency. Those practices are governed by the Fair Credit Reporting Act and are subject to the disclosures presented to the individual when their consent is obtained.
The information gathered by Aspen from this Site falls into two categories: (1) information voluntarily supplied by visitors to our Site and (2) tracking information gathered as visitors navigate through our Site or via our Mobile Application.
When using this Site, you may choose to provide us with information to help us serve your needs.The Personal Information that we collect will depend on how you choose to use this Site.
If you request information from us, we require you to submit your name, e-mail address, the name of your organization, and the country in which you are based so we may send you the material you have requested, and to enable us to identify if you are an existing client of Aspen.
If you register with the Site, or request a service available on the Site, we may ask you for your name, e-mail address, country, telephone number and the reason for your communication, as well as information about your position and organization and such other information as is reasonably necessary so that we can provide you with the service.On the data submission form, we shall indicate by way of an asterisk, which information is optional and which information is mandatory.This information can include:
• Information you provide on applications or other forms, which may include your name, address, email address, age, personal identification numbers; and
• Information about you received from Aspen affiliates, other intermediaries, third party providers and others which are necessary for the provision of our services.
Any Personal Information that you send us via the Site will be used for the purpose indicated on the Site or in this Privacy Statement.
Following an inquiry into receiving services from us, if you decide to proceed, we will collect Personal Information necessary to proceed with the transaction, such as your name, address, post code, contact telephone number, e-mail address, billing address or payment details, as relevant to the product. We will use your Personal Information to administer your account, process inquiries, and generally manage your relationship with us.
As you navigate the Site, we may also collect information through the use of commonly-used information-gathering tools, such as cookies and web beacons (collectively “Website Navigational Information”). Website Navigational Information includes standard information from your web browser (such as browser type and browser language), your Internet Protocol (“IP”) address, and the actions you take on the Site (such as the web pages viewed and the links clicked).
There are different kinds of cookies with different functions:
• Session cookies : these are only stored on your computer during your web session. They are automatically deleted when the browser is closed.They usually store an anonymous session ID allowing you to browse a website without having to log in to each page. They do not collect any information from your computer.
• Persistent cookies : a persistent cookie is one stored as a file on your computer, and it remains there when you close your web browser. The cookie can be read by the website that created it when you visit that website again.
• First-party cookies : the function of this type of cookie is to retain your preferences for a particular website for the entity that owns that website. They are stored and sent between Aspen’s servers and your computer’s hard drive. They are not used for anything other than for personalization as set by you. These cookies may be either Session or Persistent cookies.
• Third-party cookies : the function of this type of cookie is to retain your interaction with a particular website for an entity that does not own that website. They are stored and sent between the Third-party’s server and your computer’s hard drive. These cookies are usually Persistent cookies.
In addition to Google Analytics, we use several different third-party cookies on this Site. These cookies allow entities like advertising networks, to track your browsing behavior to provide you with interest-based advertising.
The major browsers have attempted to implement the draft “Do Not Track” (“DNT”) standard of the World Wide Web Consortium (“W3C”) in their latest releases. As this standard has not been finalized, Aspen’s Sites are not compatible with DNT.
Where strictly necessary
These cookies are essential in order to enable you to move around the Site and use its features, such as accessing secure areas of the Site. Without these cookies, services you have asked for, such as logging into your account, cannot be provided. These cookies do not gather information about you that could be used for marketing or remembering where you have been on the internet.
These cookies collect information about how visitors use a Site, for instance which pages visitors go to most often, and if they get error messages from web pages.They also allow us to record and count the number of visitors to the Site, all of which enables us to see how visitors use the Site in order to improve the way that our Site works.These cookies do not collect information that identifies a person, as all information these cookies collect is anonymous and is used to improve how our Site works.
These cookies allow our Site to remember choices you make (such as your user name, language or the region you are in) and provide enhanced features. For instance, a Site may be able to remember your log in details, so that you do not have to repeatedly sign in to your account when using a particular device to access our Site. They may also be used to provide services you have requested such as viewing a video or commenting on an article. The information these cookies collect is usually anonymized. They do not gather any information about you that could be used for advertising or remember where you have been on the internet.
The Site may also use web beacons (including web beacons supplied or provided by third parties) alone or in conjunction with cookies to compile information about users’ usage of the Site and interaction with e-mails from Aspen. Web beacons are clear electronic images that can recognize certain types of information on your computer, such as cookies, when you viewed a particular Site tied to the web beacon, and a description of a Site tied to the web beacon. We use web beacons to operate and improve the Sites and e-mail communications. We may use information from web beacons in combination with other data we have about our clients to provide you with information about Aspen and our services.We will conduct this review on an anonymous basis.
When you visit our Sites, Aspen collects your Internet Protocol (“IP”) addresses to track and aggregate non-Personal Information. For example, Aspen uses IP addresses to monitor the regions from which users navigate the Sites.
Aspen captures Personal Information with respect to your mobile device settings in connection with, and your use of Aspen’s Cloud Services through Aspen’s mobile application. Mobile device information gleaned includes, without limitation, the mobile number associated with each mobile device registered to your Account, the types of mobile devices used, each mobile device’s unique device ID, its IP address and operating system, geolocation and date/time stamps, the type of mobile internet browsers used by and the telecommunications carrier associated with each mobile device . Aspen also gathers usage statistics, metrics or other data generated by your use of your mobile device. Aspen may combine your Personal Information with that of other users and share the combined data with a variety of third parties. Should Aspen combine Personal Information with non-Personal Information, it will treat the combined information as Personal Information. Because some of the communication between Aspen and you occurs through your mobile carrier’s network, your carrier also may have access to the information transmitted.
If your location is enabled on your mobile device or Aspen’s Cloud Services you order use location-enabled products or services, you will be sending Aspen information that may reveal your actual location in real-time. You understand that location-based services that are provided through Aspen’s Cloud require a location to function properly and your use signifies your agreement to allow Aspen to use your location for such purposes. If you do not want Aspen to use location-based information, please refrain from using the location based service or click “DON’T ALLOW” when your mobile device requests your location-based information. However, certain of the Aspen iFamily®services such as Aspen iMobile®, require location-based information or you will not be permitted to use them. Your use of those Aspen iFamily®services signifies your consent to share location-based information
All of the foregoing assists Aspen in better understanding how Aspen’s Cloud and Aspen’s Cloud Services are used and how that use may be enhanced.
Aspen has no control over and you should contact your mobile carrier to better understand your mobile carrier’s treatment of any information transmitted through your mobile device. Aspen also has no control over collection or use of your Personal Information or non-Personal Information by third parties whose websites, products or services you may access as a result of hyperlinks accessible from Aspen’s Cloud. You should contact those third parties directly to better understand their privacy practices generally and their treatment of any information collected as a result of your accessing a hyperlink.
Please note that the internet and wireless telecommunications networks are open media and no data transmission via the internet or mobile device can be guaranteed to be 100% secure. As a result, while Aspen strives to protect your personal information and privacy, it cannot guarantee or warrant the security of any information you disclose or transmit via the internet and/or your mobile device and vice versa. Aspen is not responsible for the theft, destruction, or inadvertent disclosure of your Personal Information. You acknowledge this risk when using Aspen’s Cloud and/or Aspen’s Cloud Services. Please do not transmit sensitive information to Aspen via email. Email is not a secure communication method and should never be used to transmit credit card, bank account or other sensitive information. The transaction encryption capabilities offered by Aspen’s payment processor service provider through Aspen’s Cloud offers reliable protection from unauthorized access and the safest way to pay fees for Aspen’s Cloud Services.
Protecting the security of your Personal Information is very important to Aspen. When you transmit Personal Information to Aspen, Aspen’s Cloud protects your information using technological, administrative, and procedural safeguards. These can include a “firewall” (a combination of computer hardware and software that helps keep unauthorized visitors from accessing information within Aspen’s Cloud), industry standard SSL (secure socket layer) encryption, and ISO 27001:2013 Information Security Standards. Once Aspen receives your transmission, it takes reasonable precautions to secure it on Aspen’s Cloud using appropriate data security procedures.
Aspen uses commercially available technology in accordance with the Payment Card Industry (PCI) Security Standards Council’s framework whose members include the major credit card companies. Aspen engages respected third party providers to safeguard personal information collected through access to Aspen’s Cloud and/or use of Aspen’s Cloud Services. For example, Aspen contracts with reputable companies which serve as payment gateways and otherwise manage payments, including identity authentication.
We do not disclose any Personal Information about you to any third parties except as stated in this Privacy Statement, as otherwise permitted by law, or authorized by you.
Third parties to whom we disclose information are required by law and contract to keep your Personal Information confidential and secure, and to use and disclose it for purposes that a reasonable person would consider appropriate in the circumstances, in compliance with all applicable legislation.
If these third parties wish to use your Personal Information for any other purpose, they will have a legal obligation to notify you of this and, where required, to obtain your consent.Contact us for more information on these third parties.
In the normal course of performing services for our clients, Personal Information may be shared within Aspen and its affiliates for research and statistical purposes, system administration, and crime prevention or detection. When you supply us with information containing third party Personal Information (names, addresses, or other information relating to living individuals), we will hold and use that Personal Information to perform general insurance and other services for you on the understanding that the individuals to whom the Personal Information relates have been informed of the reason(s) for obtaining the Personal Information, the fact that it may be disclosed to third parties such as Aspen, and have consented to such disclosure and use.
In the normal course of performing services for our clients, Personal Information may be shared with service providers or affiliated companies in order to provide services or otherwise enable your use of the Site. Aspen's service suppliers adhere to the same protections regarding the collection, use, and retention of data as we do.
If Aspen is or should it become part of a family of companies, unless otherwise prohibited by law, all companies within the Aspen family may share information collected as a result of your use of Aspen’s Cloud Services. If Aspen, or an Aspen division, unit or subsidiary, were to sell all or any part of Aspen’s assets or equity, merge with or be acquired by one or more third parties or if it were to cease operations, Aspen may, in its sole discretion, transfer, sell or assign non-Personal Information, Personal Information and other information collected through access to Aspen’s Cloud and/or use of Aspen’s Cloud Services. All information collected, including Personal Information, would then be subject to the acquiring entity’s privacy terms which may differ from those of Aspen. As a result, upon completion of the transaction, one or more of these entities may contact you directly.
Aspen preserves the right to disclose without your prior permission any Personal Information about you or your use of this Site if Aspen has a good faith belief that such action is necessary to: (a) protect and defend the rights, property or safety of Aspen, employees, other users of this Site, or the public; (b) enforce the terms and conditions that apply to use of this Site; (c) as required by a legally valid request from a competent governmental authority; or (d) respond to claims that any content violates the rights of third-parties. We may also disclose Personal Information as we deem necessary to satisfy any applicable law, regulation, legal process or governmental request.
Individuals requesting information with respect to their Personal Information provided to Aspen by their employers should first contact their employers who are obligated to provide the information. Individuals who submit Personal Information directly to Aspen may obtain copies and/or request that incomplete or inaccurate Personal Information be corrected by contacting Aspen Customer Service at firstname.lastname@example.org. Aspen will respond to such requests within no more than 40 days. Aspen reserves the right to charge a fee to respond to such requests.
If you are not a resident of the United States and/or access Aspen’s Cloud outside the United States, any Personal Information you provide or that is automatically collected by Aspen’s Cloud will be processed and maintained in the United States. Additionally, Your Personal Information may be processed in other jurisdictions where Aspen has service providers. Your Personal Information, may be stored, transmitted and shared in accordance with local privacy laws which may not be equivalent to those in effect in your country of residence. In the event Aspen elects to store copies of its database, including your Personal Information, in a particular jurisdiction, such copies will be stored in compliance with the laws of the jurisdiction where the Personal Information is being stored.
Please direct all inquiries with respect to Aspen’s privacy and data security procedures and/or complaints with respect to Aspen’s handling of a specific individual’s Personal Information should be directed to email@example.com.
Aspen does not share Personal Information for direct marketing purposes. However, you should know that, in addition to the other rights described in this Agreement, if you reside in California, you have the right to request information regarding those third parties, if any, with whom Aspen may have shared your Personal Information for direct marketing purposes during the past year. You have the right to submit a request to Aspen at its designated address and receive the following information within 30 days of its receipt of that request: (i) the types of personal information disclosed to third parties during the immediately preceding calendar year, (ii) the names and addresses of third parties that received the personal information, and (iii) if the nature of a third party’s business cannot be reasonably determined from the third party’s name, examples of its products or services. You are entitled to receive a copy of this information in a standardized format. Please note that the information provided will not be specific to you individually. All such requests must be in writing and sent to Aspen’s designated address set forth at the end of this Agreement.