Terms of Use — Inteliqore

Terms and Conditions

GENERAL
These terms of service (“Terms”) govern your use of any product or services from Inteliqore Technologies, Inc. (“InteliQore”), its affiliates and assigns, including, without limitation, the Terminal Response Information Protocol Platform (“TRIPP”) launcher, portal, and website and any other products or services of InteliQore (collectively the “InteliQore Services”). By downloading, accessing, or using the InteliQore Services, you signify that you have read, understood, and agree to be bound by these Terms.

AUTHORIZED USERS
These Terms form a legally binding contract between you (on your own behalf and on behalf of your company or any organization you are acting on behalf of) and InteliQore. By using any InteliQore Services, you affirm that you are at least 18 years of age and, if you are entering into these Terms on behalf of your company or organization, that you are a duly authorized representative of it.

REVISIONS
You agree to check the InteliQore website periodically for new information and terms that govern your use of InteliQore Services. InteliQore may modify the Terms at any time by posting the modified Terms on the InteliQore website with or without other notice to you. Terms for new InteliQore Services are effective immediately upon posting at the InteliQore website. You consent and agree to receive notices of modifications through such postings and that your use of InteliQore Services after any such posting shall constitute irrevocable acceptance of any posted modifications. InteliQore may, at its sole discretion, and at any time, discontinue any InteliQore Services or any part thereof, with or without notice to you, or may prevent your use of the InteliQore Services with or without notice to you.

NO LEGAL ADVICE; INTELIQORE DISCLAIMER
You acknowledge that InteliQore is not a legal service provider and provides no legal advice as part of the InteliQore Services. Please consult an attorney to ensure that InteliQore Services comply with any local laws, rules or regulations. InteliQore is solely a technology service provider. The InteliQore Services are not intended to be a source for legal advice and InteliQore makes no representations or warranties with regard to any matter including the admissibility of any images captured through InteliQore Services. You bear the entire risk of the completeness, accuracy or usefulness of the information found or produced through InteliQore Services. InteliQore does not guarantee the sequence, accuracy, completeness, or timeliness of InteliQore Services including, without limitation, the content and the integrity of the results or outputs of InteliQore Services. Certain parts of the InteliQore Services may be subject to third-party terms or conditions, and you agree to abide by any such terms and conditions. The information contained on or accessible through the InteliQore Services is not intended for use by, or distribution to, any person or entity in any jurisdiction or country where such use or distribution would be contrary to applicable laws, rules or regulation. You agree to obey all federal, state, and local laws, rules or regulations that apply to your activities when using InteliQore Services. InteliQore reserves the right to terminate your use of InteliQore Services and to prevent your use of any and all InteliQore Services any at time including if you are engaged in any illegal activity or violate these Terms. Accordingly, notwithstanding anything to the contrary herein, InteliQore (including its licensors, directors, officers, affiliates, employees, agents, or representatives) and its successors and assigns shall not, directly or indirectly, be liable, in any way, to you or any other person for any: (a) inaccuracies or errors in or omissions from InteliQore Services including, but not limited to, production, custody or admissibility of any evidences to be used in court, arbitration or any other forum; (b) delays, errors, or interruptions in the functioning, storage, transmission, custody or delivery of InteliQore Services; or (c) loss or damage arising therefrom or occasioned thereby, or by any reason of nonperformance or inaccuracy. InteliQore does not guarantee that InteliQore Services will be available at all times or at any given time or that we will continue to offer particular InteliQore Services for any particular length of time.

REMOVAL OF USER
InteliQore reserves the right (but has no obligation) to remove, block, edit, move or disable any user account at any time that is objectionable to InteliQore for any reason. The decision to remove any user at any time shall be in InteliQore’s sole and final discretion.

TRAINING
InteliQore TRIPP Chrome Browser extension subscription plans include a pre-recorded training session.

LICENSE GRANT
InteliQore grants you a personal, limited, non-transferable, non-exclusive license to use InteliQore Services. You may not copy or download any InteliQore Services except with the prior written approval of InteliQore. In addition, without the prior written approval of InteliQore, you may not distribute, publicly perform or display, lease, sell, transmit, transfer, publish, edit, copy, create derivative works from, rent, sub-license, distribute, decompile, disassemble, reverse engineer or otherwise make unauthorized use of InteliQore Services. You agree not to remove, obscure, or alter copyright, patent, trademark, or other proprietary rights notices affixed to InteliQore Services. You further agree not to use InteliQore Services for any unauthorized or illegal purposes or purposes for which the InteliQore Services were not intended including, but not limited to, in a manner that misrepresents, violates or falsifies the content of any website. Your rights are subject to your compliance with these Terms as well as any other agreements applicable to the InteliQore Services you are using. Making unauthorized copies or distribution of InteliQore Services may result in the termination of your access to the InteliQore Services, prohibition on use of InteliQore Services, and further legal action. You agree to indemnify, defend and hold harmless InteliQore and its affiliates, employees, agents, representatives, licensors, suppliers, vendors, and third parties that assist or cooperate in providing InteliQore Services (collectively, “Partners”) from any breach of these Terms, any unauthorized or illegal conduct by you, and any use of InteliQore Services for purposes for which they were not intended.

FEES; NO REFUNDS
InteliQore Services may be subject to the payment of a fee as set forth in a separate order form, such order form, which shall be deemed to be incorporated by reference into these Terms. Unless otherwise specified, payment is due in 30 days from the date of invoice (Net 30). An interest charge of 1.5% per month (or any lesser amount that is the maximum allowed by law) may be added to all past-due accounts. Payment is the responsibility of the invoiced parties and is not dependent on any third-party payments.
InteliQore reserves the right to change its fees or billing methods at any time upon prior written notice in accordance with applicable laws, rules and regulations. If your use of InteliQore Services is subject to any use or sales tax, then InteliQore may also charge you for any such taxes, in addition to the subscription or other fees. For further information, visit the InteliQore website or contact a sales representative. You may cancel your subscription at any time; however, there are no refunds for InteliQore Services or otherwise discontinued use at any time. You agree that InteliQore has the right at any time for any reason or no reason to suspend or terminate these Terms, or refuse any and all current or future use of the InteliQore Services without notice, refund, obligation, or liability to you. In the event that InteliQore suspends or terminates your account or these Terms you understand and agree that you shall receive no refund or exchange for any InteliQore Services or for anything else. In addition to any initial implementation fees that may be set forth in a separate order form, to the extent that you change, upgrade or update any of your systems after the InteliQore Services have been implemented, InteliQore may charge you fees for any costs incurred by InteliQore to change, upgrade or update the InteliQore Services to connect to your systems, at the then current InteliQore rates.

ACCOUNT AND ENTITLEMENTS; TERMINATION OF INTELIQORE SERVICES
Some InteliQore Browser packages include a specified number of PDF Pages of captures per account (not username) per calendar month. Additional PDF Pages are available for an extra fee. Please contact your representative for more information.
You shall not allow any third party to use your account. You have the right to cancel your account or a particular subscription to a InteliQore Service at any time by contacting a InteliQore representative. You agree that the cancellation of your subscription of the InteliQore Services is your sole right and remedy with respect to any dispute with InteliQore. Upon the cancellation of your subscription, all data and content produced as a result of the usage of InteliQore Service will remain on our server for a minimum of seven (7) days. During such period, you may access and download your data using the InteliQore Portal. After the aforementioned period, InteliQore reserves the right (but has no obligation) to remove, delete, or destroy any of the data and content stored in its server. Subject to InteliQore’s Privacy Policy, the decision to destroy any data or content at any time is in InteliQore’s sole and final discretion. To the extent a customer or former customer requests access to any of the InteliQore Services including any data or content captured by such customer, either directly or indirectly or through a court order, proceeding, or subpoena, such customer shall pay InteliQore for its time and materials at InteliQore’s then-current consultant rates (or, if there are no then-current rates, at a reasonable rate as determined by InteliQore). This Section shall survive any expiration or termination of the InteliQore Services or these Terms.

RULES OF CONDUCT
You agree to the following rules of conduct for the InteliQore Services:

No Resale. For non-law firm clients, you shall not sell, transfer, or otherwise charge (e.g. for time spent) third parties for any data or content captured, in whole or in part, from your use of the InteliQore Browser.
You shall not indicate that you are an InteliQore employee or representative or attempt to mislead users by indicating that you represent InteliQore or any other third party that you do not.
You shall not upload or save through InteliQore Services information that you do not own or have permission or legal right to store or distribute in accordance with these Terms and the applicable law.
You shall not save data nor upload files that contain a virus, worm, spyware, time bombs, corrupted data or other computer programs that may damage, interfere with or disrupt InteliQore Services or otherwise interfere with any other person’s ability to use the InteliQore Services.
You shall not modify or attempt to modify any part of the InteliQore Service that InteliQore does not specifically authorize you to modify.
You shall not attempt to use InteliQore Services on or through any service that is not controlled or authorized by InteliQore.
You may not conduct any activities that violate the laws of any jurisdiction, including but not limited to laws related to intellectual property, defamation, invasion of privacy, identity theft, hacking, stalking, fraud and the distribution of counterfeit software.
Specific InteliQore Services may also post additional rules that apply to your conduct on those services. If you encounter another user who is violating any of the Rules of Conduct, please report this activity to InteliQore using the ”Contact Us” functions in the relevant InteliQore Service.

DECLARATIONS AND AFFIDAVITS
Declarations and affidavits are available for captures that are maintained on our system. They apply to the PDF format of a capture on our system. The turnaround time is ten (10) business days. Expedited service (two (2) business days) may be available for an additional fee by contacting your InteliQore representative. A single declaration or affidavit can cover multiple webpage captures. Declarations are not notarized. However, notarization is available for an additional fee.
Client has the option of providing a case caption to be included with the declaration or affidavit. Client understands that preparing and executing a declaration or affidavit requires InteliQore resources, so Client agrees that InteliQore may have to charge a fee for modifications or changes to the declaration or affidavit, including but not limited to modifications to its case caption or language.
Additional capture and configuration work beyond the scoped work is at $145 / hour. Additional legal work (e.g. affidavit) beyond the scoped work is at $295 / hour.
Pricing for declarations or affidavits for InteliQore On Demand services is determined based on the scope of the project. Pricing for declarations and affidavits for captures made using the InteliQore Browser is as follows:

$149 for the declaration or affidavit
$10 for each webpage capture included with the declaration or affidavit
Plus any notary fees
Plus related printing costs and shipping costs.

Such prices are subject to modification at any time.

WITNESS
If a client requires a witness to testify about InteliQore documents or services, one can be generally be provided, at an hourly rate of $500. Additional disbursements will include, but are not limited to, photocopying, travel, and reasonable accommodation and subsistence costs (as required). Any travel will only be within the United States; plane travel will be first class and car mileage charged at $1.00 per mile. InteliQore will provide you with receipted invoices in respect of all disbursements claimed on a monthly basis and payment will be due within 30 days of the date of the invoice. Prices are subject to modification at any time.

COMPLIANCE WITH LAWS
You agree to obey all federal, state, and local laws, regulations and rules that apply to your activities when you use InteliQore Services.

PRIVACY
We will collect certain information about you, your firm and your business in order to provide the InteliQore Services in accordance with these Terms. Our collection and use of such information shall be governed by our Privacy Policy, which is incorporated by reference into these Terms. Notwithstanding the foregoing, InteliQore may transfer information InteliQore has about you to third parties if required by law or the legal authorities, as well as in connection with a merger, sale or acquisition involving all or part of our company, or as part of a corporate reorganization or stock sale or other change in corporate control. If InteliQore undergoes such a business transition, your information may be one of the assets affected.

EXPORT CONTROL LAWS
The InteliQore Services may be subject to United States export controls, and export controls of other jurisdictions. By using or downloading InteliQore Services, you warrant that you are not located in any country, or exporting InteliQore Services to any person or place, to which the United States, the European Union, or any other jurisdiction has embargoed goods. You agree to abide by U.S. and other applicable export control laws and not to transfer, by electronic transmission or otherwise, any InteliQore Services subject to restrictions under such laws to a national destination prohibited by such laws, without first obtaining, and then complying with, any requisite government authorization. You further agree not to upload or save to InteliQore Services, data or software that cannot be exported without prior written government authorization, including, but not limited to, certain types of encryption software. The assurances and commitments in this section shall survive termination of these Terms.

UPDATES TO INTELIQORE SERVICES
INTELIQORE MAY FIND IT NECESSARY TO UPDATE OR RESET INTELIQORE SERVICES. THESE UPDATES OR RESETS MAY CAUSE YOU SETBACKS WITHIN THE RELEVANT INTELIQORE SERVICES AND MAY AFFECT YOUR USE OF SUCH SERVICES. INTELIQORE RESERVES THE RIGHT TO MAKE THESE UPDATES OR RESETS AND IS NOT LIABLE TO YOU FOR THESE CHANGES OR SETBACKS.

LIMITATIONS ON WARRANTY AND LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU EXPRESSLY AGREE THAT THE USE OF INTELIQORE SERVICES AND THE INTERNET IS AT YOUR SOLE RISK. INTELIQORE SERVICES AND THIRD-PARTY SERVICES AND PRODUCTS ARE PROVIDED ON AN “AS IS,” “WHERE IS” AND “AS AVAILABLE” BASIS FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, UNLESS SUCH WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. NO WARRANTY IS GIVEN ABOUT THE QUALITY, FUNCTIONALITY, ACCURACY, AVAILABILITY OR PERFORMANCE, MERCHANTABILITY, TITLE, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE OF THE INTELIQORE SERVICES. INTELIQORE DOES NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE INTELIQORE SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING, NOR THAT INTELIQORE WILL HAVE ADEQUATE CAPACITY FOR INTELIQORE SERVICES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH INTELIQORE OR ITS PARTNERS ARISING OUT OF OR RELATING TO INTELIQORE SERVICES IS TO STOP USING INTELIQORE SERVICES AND TO CANCEL OR NOT RENEW YOUR INTELIQORE SUBSCRIPTION. YOU ACKNOWLEDGE AND AGREE THAT INTELIQORE, ITS PARTNERS ARE NOT LIABLE FOR ANY ACT OR FAILURE TO ACT BY THEM OR ANY OTHER PERSON REGARDING CONDUCT, COMMUNICATION, USE OR CONTENT ON INTELIQORE SERVICES. IN NO CASE SHALL INTELIQORE’S, OR ITS PARTNERS LIABILITY TO YOU EXCEED THE AMOUNT THAT YOU PAID TO INTELIQORE FOR INTELIQORE SERVICES OR, IF NO AMOUNT WAS PAID, THEN ONE HUNDRED DOLLARS ($100.00). IN NO CASE SHALL INTELIQORE OR ITS PARTNERS BE LIABLE FOR INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF INTELIQORE SERVICES OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF INTELIQORE SERVICES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, THE LIABILITY OF INTELIQORE AND ITS PARTNERS SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY LAW.

INDEMNIFICATION
Upon InteliQore’s request, you agree to defend, indemnify and hold harmless InteliQore and its Partners against any claim for any liabilities, damages, losses, judgments and expenses, including attorneys’ fees, that arise from or relate to a breach of these Terms by you. InteliQore reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to defense by you. This Section shall survive termination of these Terms.

THIRD PARTIES; SEVERABILITY; NON-WAIVER
You agree that these Terms are not intended to confer and do not confer any rights or remedies upon any person other than the parties to these Terms. You also understand and agree that if any part of these Terms (including any supplemental terms which are incorporated by reference into these Terms) is held invalid or unenforceable, that portion shall be interpreted in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of InteliQore, and the remaining portions shall remain in full force and effect. The failure of InteliQore to exercise or enforce any right or provision of these Terms will not constitute waiver of such right or provision and any waiver must be in writing in order to be effective.

GOVERNING LAW
These Terms are governed by the State of Delaware, without consideration of its conflicts of laws principles. Each of the parties hereby irrevocably accepts and submits to the sole and exclusive personal jurisdiction of the courts located in Delaware with respect to any action, suit or proceeding brought by or against him, her, or it by the other party.
ENTIRE AGREEMENT
The Terms (including any supplemental terms incorporated by reference into this document) and any posted rules or instructions regarding the InteliQore Services constitute the entire agreement between you and InteliQore. If there is any conflict between the Terms and any other rules or instructions posted on InteliQore website, InteliQore shall resolve the conflict in its sole discretion. The section titles in these Terms are for convenience only and have no legal or contractual effect.