Conditions of Use
This Internet Web site (the “Site”) is operated by Spotted Tail RMS, LLC. (“RMS”). RMS provides the Site and access to the Site, subject to the following terms and conditions (“Terms and Conditions”). YOUR USE OF THE SITE CONSTITUTES YOUR BINDING ACCEPTANCE OF THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, PLEASE IMMEDIATELY DISCONTINUE YOUR USE OF THE SITE.
Description of Services
RMS currently provides users with paid access to on-line resources, including various online scheduling, client information, payment processing, and reporting abilities. In addition, from time to time, RMS may provide users with a free trial period or with limited free access and use of certain on-line features of the Site. Unless explicitly stated otherwise, any new features that augments or enhances the current service, including the release of new RMS properties, shall be subject to these Terms and Conditions. In order to use the Service, you must obtain access to the World Wide Web, and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem or other access device.
Your Use of the Site
Your access to the Site and the information and data contained therein shall be solely for your personal and internal business use only. In no event may you download (other than page caching and through use of the export feature) or modify the Site or any portion of it. You are solely responsible for any photos, messages, notes, text, information and other content that you upload, publish or display on or through the Site, or transmit to or share with other users (collectively the “User Content”). This includes information, both personal and sensitive (i.e. financial, client contact info, client credit card info, etc) in nature, relating to your business’ cusomters. You may not post, transmit, or share User Content on the Site that you did not create or that you do not have permission to post. You understand and agree that RMS may, but is not obligated to, review the Site and may delete or remove (without notice) any User Content in its sole discretion, for any reason or no reason, including User Content that in the sole judgment of RMS violates these Terms and Conditions, or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of users or others. You are solely responsible at your sole cost and expense for creating backup copies and replacing any User Content you post or store on the Site or provide to the Company. When you post User Content to the Site, you authorize and direct RMS to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the User Content on the Site.
You further agree that you will not use the Site for any unlawful purpose or in violation of any law or contract. You may not: post, transmit or otherwise distribute information constituting or encouraging conduct that would constitute a criminal offense or give rise to civil liability, or otherwise use the Site in a manner which is contrary to law or would serve to restrict or inhibit any other user from using or enjoying the Site or the Internet; post or transmit any information or software which contains a virus, cancelbot, trojan horse, worm or other harmful or disruptive component; upload, post, publish, transmit, reproduce, or distribute in any way, information, software or other material obtained through the Site which is protected by copyright, or other intellectual property right, or derivative works with respect hereto, without obtaining permission of the copyright owner or right holder. RMS reserves the right to refuse to post or to remove any information or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, or in violation of this Agreement. You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Site, use of the Site, or access to the Site.
Member Account, Password And Security
You will create a password and account designation upon completing the Service’s account activation process. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify RMS of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. RMS cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
General Practices Regarding Use And Storage
You acknowledge that RMS may establish general practices and limits concerning use of the Site, which practices and limits may apply to all users and Site functions or to a limited set of Site functions or to free trial or other unpaid access and use of the Site, including without limitation the maximum number of days that messages, schedules or other uploaded content will be retained by the Site, the maximum disk space that will be allotted on RMS’s servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Site in a given period of time.
You agree that RMS has no responsibility or liability for the deletion or failure to store any communications or other Content maintained or transmitted by the Service.
You acknowledge that RMS reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
You agree that all information you provide with respect to your account subscription will be accurate and complete. You agree to pay all charges incurred by you at the prices in effect when such charges are incurred. You are also responsible for paying all applicable taxes, if any, relating to using services on the Site. At any time that you fail to make payment when due, RMS reserves the right to suspend your access to the Site as well as your access to any User Content stored on the Site.
Maintenance of the Site
You agree and acknowledge that RMS may modify, limit, suspend or discontinue the Site or any part of the Site at any time, without notice or liability to you. RMS may also, from time to time, establish general rules and policies regarding use of the Site. RMS will notify users of such rules and policies, and you agree that your compliance with such rules and policies shall be a condition of your use or continued use of the Site. You are advised to maintain a backup of any schedules, client database, or User Content stored on the Site in the event your access to the Site is suspended or discontinued or the Site is temporarily inaccessible.
RMS has not reviewed all of the sites linked to the Site and is not responsible for the content of any third-party pages or any other sites linked to the Site or to which the Site is linked. Nothing in the Site, including, without limitation, any links to other sites, should be construed as an endorsement of any products, services or information of any other persons or companies by RMS. Your choice to link to or access any other off-site pages or other sites is at your own risk, and you agree to comply with all terms and conditions relating to such pages or sites. RMS reserves the right not to link, or to remove the link, to a particular site at any time. Any links to third party sites are provided as a convenience to you and are not owned nor operated by RMS. RMS has no control over these linked sites, and makes no representations or warranties with respect to these linked sites. Your viewing and use of any third party sites is at your sole discretion and risk.
Special Admonitions for International Use
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
You agree to hold harmless and indemnify RMS, its subsidiaries and affiliates, business partners, contractors, clients and service providers, and their respective officers, employees, agents and representatives from and against any claims, liabilities, costs or damages, including reasonable attorneys’ fees and paralegal fees through final appeals, made by any third party, or relating to or arising from your use of the Site, any violation of these Terms and Conditions by you, or any other act or omission by you, including your violation of any rights of another, arising from your use of the Site. This indemnification clause specifically includes claims, liabilities, costs or damages resulting from improper storage of client credit card information.
The Site and all material on the Site (the “Content”) contained therein, including, without limitation, all data, text, graphics, and other works on the Site, the Site’s design and coding, all computer programs used and licensed in connection with the Site and the look and feel of the Site are owned by RMS, its licensors or a third party. These materials are protected under copyright, trademark and other laws. Except in connection with browsing the Site or otherwise as expressly authorized by RMS, you may not copy, download, transmit, modify, distribute or republish any of the Content displayed on the Site, without the prior written consent of RMS. You may not sell, publicly display, create derivative works of, reverse engineer, assign, sub-license, transfer or otherwise exploit the Site or any Content therein. RMS grants you a personal, non-transferable, nonexclusive right to use the Site and the content displayed therein solely for your personal use, provided that you comply with these Terms and Conditions and any other rules regarding such use.
You further agree that RMS, the RMS logo, trademarks and service marks, and other RMS logos and product and service names (the “RMS Marks”) are trademarks of RMS. Without RMS’s prior permission, you agree not to display or use in any manner, the RMS Marks.
RMS IS PROVIDING THE SITE, ITS CONTENT, MATERIALS AND PRODUCTS ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. RMS ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MISDELIVERY OR FAILURE TO STORE ANY USER COMMUNICATIONS, DATA ENTRY OR PERSONALIZATION SETTINGS. RMS DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND TO THE EXTENT THAT THEY MAY BE EXCLUDED BY LAW WITH RESPECT TO THE SITE OR THE CONTENT CONTAINED THEREIN, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. RMS DOES NOT WARRANT THAT THE SITE WILL OPERATE IN AN UNINTERRUPTED, SECURE OR ERROR-FREE MANNER. YOU ACKNOWLEDGE AND AGREE THAT YOU SHALL NOT SOLELY RELY ON RMS FOR CALCULATION OF WAGES OR SALARIES AND THAT RMS SHALL HAVE NO LIABILITY FOR ANY ERRORS IN PAYMENTS OR WAGES BASED ON SUCH MISCALCULATIONS.
Limitation of Liability
RMS AND ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OTHER REPRESENTATIVES AND LICENSORS, ARE NOT RESPONSIBLE FOR ANY INDIRECT, PUNITIVE, ECONOMIC, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, LOSS OF GOODWILL OR LOST PROFITS YOU MIGHT INCUR ARISING OUT OF OR IN ANY CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SITE, OR ANY SITE CONTENT, INCLUDING WITHOUT LIMITATION ANY AND ALL LIABILITY ARISING OUT FOR BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, PRODUCT LIABILITY, AND ANY OTHER STATUTORY CONTRACT, TORT AND/OR OTHER LIABILITY, EVEN IF RMS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. RMS’S LIABILITY FOR ANY CLAIMS ARISING UNDER THIS AGREEMENT SHALL IN NO EVENT EXCEED THE AMOUNT YOU HAVE PAID FOR ACCESS TO THE SITE DURING THE IMMEDIATELY PRECEDING THREE MONTH PERIOD. IF YOU LIVE IN A JURISDICTION WHOSE LAWS PREVENT YOU FROM TAKING FULL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE IN ACCORDANCE WITH THESE TERMS, RMS’S LIABILITY IS LIMITED TO THE GREATEST EXTENT ALLOWED BY THE LAW OF THAT JURISDICTION.
Proper Law and Jurisdiction
All rights and obligations relating to formation or performance of the agreement contained in these Terms and Conditions shall be governed by the laws of the State of Alabama, without reference to conflict or choice of law provisions, as applicable to contracts made and performed entirely within such State. The International Convention on the Sales of Goods, and other international treaties that are not mandatory with respect to contracts made and performed entirely in Alabama, shall not apply. The exclusive forum for the resolution of any dispute relating to these Terms and Conditions shall be the state and federal courts in Birmingham, AL, USA, and you agree to personal jurisdiction of such courts over you with regard to any dispute relating to these Terms and Conditions, and agree to service of process on you by e-mail to the address you have submitted on the Site, or by any other means deemed reasonable by RMS.
Any notice required for or permitted by these Terms and Conditions shall be in writing and shall be deemed delivered if delivered as indicated: (i) by personal delivery when delivered personally, (ii) by overnight courier upon written verification of receipt, (iii) by telecopy or facsimile transmission when confirmed by telecopier or facsimile transmission report, (iv) by certified or registered mail, return receipt requested, upon verification of receipt; or (v) by the same day, when delivered by email. All notices must be sent to:
Spotted Tail RMS, LLC
1514 Manhattan St
Homewood, AL 35209
You agree that RMS, in its sole discretion, may terminate your password, account (or any part thereof) or use of the Site, and remove and discard any User Content within the Site, for any reason, including, without limitation, if RMS believes that you have violated or acted inconsistently with the letter or spirit of these Terms and Conditions. RMS may also in its sole discretion and at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site under any provision of these Terms and Conditions may be effected without prior notice, and acknowledge and agree that RMS may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Site. Further, you agree that RMS shall not be liable to you or any third-party for any termination of your access to the Site.
You may not assign, sub-license or otherwise transfer any of your rights under these Terms and Conditions. If any provision of these Terms and Conditions are found to be invalid by any court having competent jurisdiction, the invalidity of that provision shall not affect the validity of the remaining provisions of is Agreement, which shall remain in full force and effect. Headings in these Terms and Conditions are for convenience only and shall have no legal meaning or effect. No action arising under these Terms and Conditions may be brought at any time more than twelve (12) months after the facts occurred upon which the cause of action arose. These Terms and Conditions, and not the conduct between us or any trade practice, shall control the interpretation of the agreement between the parties respecting the Site. RMS’s decision not to enforce a particular provision of these Terms and Conditions does not mean that RMS waives the right to enforce it. RMS shall waive such a right only in writing.
This Agreement was last revised on December 18, 2010.