TERMS AND CONDITIONS OF USE OF THE WEB SITE

Updated Date: March 6, 2014

INTRODUCTION

Welcome to the Prism Microsystems, Inc. (“EventTracker”) log management, alerting and analysis services, accessible at www.eventtracker.com (the “Site”). This Site, all content offered as part thereof (including, but not limited to EventTracker Data (as defined below)), and any other services owned, controlled, or offered by EventTracker via the Site are collectively referred to herein as the “Services”. Subscribers, account holders, customers, users, and any other party who downloads, accesses, uses, purchases or subscribes to the Services (collectively or individually “you” or a “User”) must do so under these terms of use (“Terms of Use”), which govern your access to and use of the Services and constitute a binding legal agreement between you and EventTracker. Please note that the term “you” also includes the company that is our customer and on whose behalf you are accepting these Terms of Use.

BEFORE USING ANY SERVICES, PLEASE READ CAREFULLY THESE TERMS OF USE. BY ACCESSING, BROWSING OR USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY ALL THE TERMS, CONDITIONS, CONSENTS AND DISCLOSURES SET FORTH IN THESE TERMS OF USE. IF YOU DO NOT AGREE TO THESE TERMS OF USE WE DO NOT CONSENT TO YOUR USE OF THIS SITE OR THE SERVICES AND YOU MUST CEASE USING THE SITE AND SERVICES IMMEDIATELY.

The Services are intended solely for persons who are 18 or older. Any access to or use of the Site, Services or EventTracker Data by anyone under 18 is expressly prohibited. By accessing or using the Site, Services or EventTracker Data, you represent and warrant that you are 18 or older.

MODIFICATION

We reserve the right, at our sole discretion, to modify, discontinue or terminate the Services or to modify these Terms of Use, at any time. If we modify these Terms of Use, we will post the modification on the Site or provide you with other notice (which may be via electronic mail) of the modification. We will also indicate the “Last Updated Date” at the top of these Terms of Use. By continuing to access or use the Services and/or the Site after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms of Use. If the modified Terms of Use are not acceptable to you, then we do not consent to your ongoing use of the Services or Site and you must cease using the Services immediately (in such event, the modified Terms of Use shall not apply to your previous use of the Services or Site).

PRIVACY

We consider your privacy one of our highest priorities. Please refer to our Privacy Policy for information and notices concerning our collection and use of your personal information.

LIMITATIONS OF SERVICES

You acknowledge that EventTracker may establish limits concerning use of the Services, including the maximum number of days that User Data and other content will be retained by the Services, the maximum volume of User Data (as defined below) or other content that may be transmitted or stored by the Services, the frequency with which you may access the Services and the locations where the Services are available. You agree that EventTracker has no responsibility or liability for the deletion of or failure to store any User Data or other content maintained or transmitted by the Services beyond any time period required under a Paid plan you have purchased under your Account.

ACCOUNT REGISTRATION AND FEES

In order to gain access to certain features of the Site, you must register and create an account with EventTracker on the Site (“Account”). You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. You may not open an Account anonymously, for another person, or otherwise impersonate any other person when creating the Account; if you are opening an account for your employer or company, you must identify that entity or company, and you represent to us that you have all authorizations to act on such entities behalf. EventTracker reserves the right to suspend or terminate your Account at any time, including if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party, or permit any third party to make any use of your password, provided however that if you are establishing an account for your employer or company, you may authorize another employee of your company, on an emergency basis only, to use your credentials to access the Service. In all other cases, each employee of a company must establish their own Account to use the Service. We do this to protect you – as our Service maintains an audit and log of access to the Service – and we would not be able to accurately identify who has logged into the Service unless we required separate logins for each employee. You are responsible for all activities or actions made under your Account, whether or not you have authorized such activities or actions. You will immediately notify EventTracker of any unauthorized use of your Account, loss of your password or other misuse of the Service.

EventTracker may offer Paid and Free plans. A description of the features associated with these plan levels is available on the Site. EventTracker may modify the terms, conditions, and prices of its plans, cease offering plans, or offer new or additional plans, at any time. No modification shall affect any plan that you have paid for, through the date that plan has been paid, but EventTracker may not renew such plan and instead offer a substitute or alternative plan.

If you select a Paid plan, you agree to pay the applicable subscription fee and any taxes and other fees that may accrue in relation to your use of the Services. When you select a Paid plan, you will be required to provide a credit card number and customary billing information such as name and billing address. If you select an annual payment option, the entire subscription fee will be payable in advance. If you select monthly payments, you will automatically be charged the subscription fee for the month on each prior month’s anniversary date of when you registered (“Anniversary Date”). If you do not want to be charged for a month, you must cancel your Account at least thirty (30) days before the next Anniversary Date.

All fees are non-refundable and non-transferable. All fees and applicable taxes, if any, are payable in United States dollars. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties. EventTracker also reserves the right, at any time, to impose or restructure any fees charged for your use of the Services. EventTracker will notify you in advance of any changes with respect to fees it chooses to impose.

If you are subscribed to a Free plan and you do not access your Account for 60 days or longer, EventTracker may cancel your Account. If EventTracker decides to cancel your Account, EventTracker may, at its discretion, provide you with notice via e-mail to the email address you provided with your Account information registration. You will be deemed to have received notice, regardless of whether EventTracker receives a rejection or non delivery notice. EventTracker is under no obligation to provide you with any other notices.

By registering you agree that EventTracker may identify you as a EventTracker customer on EventTracker websites, client lists, press releases, and/or other marketing. You also agree that EventTracker may publish a brief description highlighting your use of our Services.

THE SERVICES

You may only access and use the Services solely for your internal business purposes. You will not: (i) sell, resell, provide as a service bureau, rent or lease the Services; (ii) reverse engineer the Services; (iii) attempt to modify the Services; or (iv) use the Services to store any User Data (as defined below) or other information that is unlawful. You may not access or use (or permit a third party to access or use) the Services for purposes of monitoring the availability, performance or functionality of the Services or for any other benchmarking or competitive purposes. You will not interfere with or disrupt the Services or attempt to gain access to any related systems or networks to which access is restricted. Please refer to the support section of the Site for information relating to customer support services available to Paid and Free plans.

NO ACCESS BY MINORS

The Website is not intended for minors, rather the Website is intended for adult users. We cannot prohibit minors from visiting this site. We must rely on parents, guardians and those responsible for supervising children under 13 to decide which materials are appropriate for such children to view and/or purchase. Pursuant to 47 U.S.C. Section 230 (d), as amended, We hereby notify You that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. You can discover some of the providers of such parental control technology by searching for “parental control software” using a major search engine, or visiting http://www.ftc.gov/bcp/edu/pubs/consumer/tech/tec08.shtm.

OWNERSHIP

The Services are protected by copyright, trademark, trade secret and other applicable laws, rules, regulations and orders. Except for (a) your right to use the Service in accordance with these Terms of Use; and (b) User Data, EventTracker and its licensors retain sole and exclusive ownership to all right, title and interest in and to the Services, EventTracker Data and the Site, including all associated intellectual property rights. You covenant not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Site. For the avoidance of doubt and without limiting the foregoing, EventTracker shall also be the sole and exclusive owner of (and you hereby transfer and convey to EventTracker all of your rights, including intellectual property rights to) all ideas, suggestions, input and other contributions you make to EventTracker related to the Service or the Site.

All trademarks, service marks, logos, trade names and any other proprietary designations of EventTracker used herein are trademarks or registered trademarks of EventTracker. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective owners.

For purposes of these Terms of Use: (i) “Data” means data, customized analyses, text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, provided or otherwise generated by, or made available through, the Services; (ii) “User Data” means any Data that Account holders (including you) provide to be made available through the Services, including, but not limited to customized applications and (iii) “EventTracker Data” means all Data that is not User Data. EventTracker does not claim any ownership rights in your User Data and nothing in these Terms of Use will be deemed to restrict any rights that you may have to use and exploit your User Data.

LICENSES GRANTED BY YOU TO EVENTTRACKER

By making any User Data available through Services you hereby grant to EventTracker a non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify, distribute, publicly display and perform such User Data (and all intellectual property rights subsisting or evidenced thereby), to the extent reasonably necessary for EventTracker to provide the Services to you. You also grant to EventTracker the right to use such User Data to improve our Services and the Site.

You are solely responsible for all your User Data. You represent and warrant that you own all your User Data or you have all rights that are necessary to grant us the license rights in your User Data under these Terms of Use. You also represent and warrant that neither your User Data, nor your use and provision of your User Data, nor any use of your User Data by EventTracker on or through the Services will infringe, misappropriate or violate a third party’s patent, copyright, trade secret, trademark or other proprietary or contractual rights, or rights of publicity or privacy, or result in the violation of any applicable law, rule, regulation or order.

LICENSES GRANTED BY EVENTTRACKER TO YOU

Subject to your compliance with these Terms of Use, including but not limited to, if applicable, payment of all fees for Paid plans, EventTracker grants you a limited, non-exclusive, non-transferable, non-sublicenseable license to access and view the EventTracker Data and use the Services solely in connection with your permitted use of the Services as described above, and subject to the restrictions set forth in these Terms of Use. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services or EventTracker Data, except as expressly permitted in these Terms of Use. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by EventTracker or its licensors, except for the licenses and rights expressly granted in these Terms of Use.

USER RESTRICTIONS

You agree not to do any of the following in connection with using the Services or the Site:

  • Post, upload, publish, submit or transmit any User Data that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances (including but not limited to activities that promote or provide instructional information regarding the manufacture or purchase of illegal weapons or illegal substances);
  • Use, display, mirror, frame or utilize framing techniques to enclose the Services, or any other individual element or materials within the Site, EventTracker’s name, any EventTracker trademark, logo or other proprietary information, the content of any text or the layout and design of any page or form contained on a page, without EventTracker’s prior express written consent;
  • Access, tamper with, or use non-public areas of the Site (other than the Services if you have an Account), EventTracker’s computer systems, or the technical delivery systems of EventTracker’s providers;
  • Attempt to probe, scan, or test the vulnerability of the Services or any EventTracker system or network or breach any security or authentication measures;
  • Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by EventTracker or any of EventTracker’s providers or any other third party (including another user) to protect the Services;
  • Attempt to access, search or download the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than software and/or search agents provided by EventTracker or other generally available third party web browsers (such as Microsoft Internet Explorer, Mozilla Firefox, Safari, Opera or Chrome);
  • Send any unsolicited or unauthorized advertising, promotional materials, e-mail, junk mail, spam, chain letters or other form of solicitation;
  • Use any meta tags or other hidden text or metadata utilizing a EventTracker trademark, logo URL or product name without EventTracker’s prior express written consent;
  • Use the Services in any manner not permitted by these Terms of Use;
  • Forge any TCP/IP packet header or any part of the header information, or in any way use the Services to send altered, deceptive or false source-identifying information;
  • Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Site or the Services;
  • Collect or store any personally identifiable information from the Services from other users of the Services without their express prior permission;
  • Impersonate or misrepresent your affiliation with any person or entity;
  • Violate any applicable law or regulation;
  • Contact anyone who has asked not to be contacted, or make unsolicited contact with anyone for any commercial purpose;
  • “Stalk” or otherwise harass anyone;
  • Collect personal data about other users for commercial or unlawful purposes; or
  • Post non-local or otherwise irrelevant content or repeatedly post the same or similar content.

EventTracker has the right to investigate and prosecute violations of any of the above, including intellectual property rights infringement and Site and Service security issues, to the fullest extent of the law. EventTracker may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms of Use. You acknowledge that EventTracker has no obligation to monitor your access to or use of the Services or to review or edit any User Data, but has the right to do so for the purpose of operating the Services, to ensure your compliance with these Terms of Use, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. EventTracker reserves the right, at any time and without prior notice, to remove or disable access to any Data for any reason, including, but not limited to, any User Data, that EventTracker, in its sole discretion, considers to be in violation of these Terms of Use or otherwise harmful to the Services or any other user of the Services.

YOUR INDEMNIFICATION OBLIGATIONS

You hereby covenant to defend, indemnify, and hold EventTracker, our affiliates, officers, directors, employees, suppliers, consultants, and agents harmless from any and all third party claims, liability, damages, and costs (including, but not limited to, attorneys’ fees) arising from or related to: (a) your use of the Services or the Site; (b) your violation of these Terms of Use; (c) your infringement, or infringement by any other user of your Account, of any intellectual property or other rights of any person or entity, or violation of any third party contract by use of the Service or Site; or (d) the nature and content of all User Data of any nature submitted by you or any user of your Account or otherwise processed through your Account.

USER FORUMS /THIRD PARTY SITES / LINKS

The Site and Data available through the Services may contain features and functionalities that may permit you to link to or provide you with access to third party content which is completely independent of EventTracker, including social media sites (e.g. Facebook, Twitter), web sites, user forums, directories, servers, networks, systems, information and databases, applications, software, programs, products or services, and the Internet as a whole (collectively the “Third Party Services”).

Your interactions with Third Party Services are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these Third Party Services.

To the extent EventTracker provides you access to such Third Party Services (typically via application program interfaces (“API(‘s)”) provided by the Third Party Services), you agree to make use of the Third Party Services and EventTracker within the scope of the permitted API access, and pursuant to any API agreement setting forth what you can (and cannot) do with the Data that is provided to and from such Third Party Services.

You acknowledge sole responsibility for and assume all risk arising from your use of any Third Party Services.

TERMINATION

You agree that EventTracker, in its sole discretion, has the right to delete or deactivate your Account, block your e-mail or IP address to prevent you from accessing or using the Services, or otherwise terminate your access to or use of the Services (or any part thereof), immediately and without notice if: (a) EventTracker reasonably determines that the Services or its Site are in imminent danger of a security breach or other misuse; (b) you materially breach any of these Terms of Use, in EventTracker’s discretion; or (c) you fail to pay any fees applicable to a Paid plan. EventTracker shall not be liable to you or any third-party for any termination of your access to the Services. You agree not to attempt to use the Services after any such termination. In the event EventTracker terminates these Terms of Use for your breach, you will remain liable for all amounts due hereunder. You may cancel your Free Account at any time by giving us notice as provided on the Site; you may cancel any Paid Account as provided above. You acknowledge that there will be no refunds for partial months of service if you cancel your Paid Account. Please refer to the Account Registration and Fees section above for more information on cancelling a Paid plan.

In certain instances, some of your User Data (such as posts or comments you make) may not be completely removed and copies of your User Data may continue to exist on the Services (including in backup storage). We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Data.

SURVIVAL

Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these Terms of Use which by their nature should survive will survive, including, without limitation, sections hereof entitled “Ownership”, “Warranty Disclaimers”, “Licenses Granted by You to EventTracker”, “Your Indemnification Obligations”, “Limitation of Liability” and “Dispute Resolutions”.

WARRANTY DISCLAIMERS

YOU AGREE THAT USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. OTHER THAN AS EXPRESSLY SET HEREIN, EVENTTRACKER MAKES NO OTHER EXPRESS OR IMPLIED WARRANTIES OF ANY KIND WHETHER ORAL OR WRITTEN, AND EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF ACCURACY, FITNESS FOR A PARTICULAR PURPOSE AND MERCHANTABILITY, ANY IMPLIED WARRANTY AGAINST INFRINGEMENT AND ANY IMPLIED WARRANTIES ARISING UNDER SUBTITLE 4 OF TITLE 22 OF THE MARYLAND ANNOTATED CODE COMMERCIAL LAW ARTICLE. THERE IS NO WARRANTY THAT THE SERVICE OR ANY EFFORTS OR INFORMATION PROVIDED BY EVENTTRACKER WILL FULFILL ANY OF YOUR PARTICULAR PURPOSES OR NEEDS. AND EVENTTRACKER SHALL NOT BE LIABLE FOR THE QUALITY OR ACCURACY OF INFORMATION PROVIDED BY YOU OR THIRD PARTIES FOR OR VIA THE SERVICE NOR FOR ANY INACCURATE RESULTS DUE TO EVENTTRACKER’S PROCESSING OF ANY SUCH DATA. EVENTTRACKER MAKES NO GUARANTEE OR WARRANTY OF TIMELINESS OF DELIVERY OF THE SERVICE TO, OR PROCESSING OF ANY INFORMATION OR DATA PROVIDED BY, YOU.

EventTracker warrants to you that the Services will provide the functionality specified in its then-current technical documentation for the Services, which documentation is available on the Site. EVENTTRACKER DISCLAIMS ANY WARRANTY THAT THE SERVICES WILL BE ERROR FREE OR UNINTERRUPTED OR THAT ALL ERRORS WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM EVENTTRACKER OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

In the event that the Services fail to conform to the foregoing warranty, as your sole and exclusive remedy and EventTracker’s sole and exclusive liability for any breach of such warranty, we will modify the Services to correct the non-conformity. This remedy limitation is expressly made independent of any and all other provisions of these Terms of Use, and if this remedy limitation fails of its essential purpose or is otherwise determined to be unenforceable, all of the other limitations of remedy and liability herein shall continue to apply and be independent provisions of this Agreement.

LIMITATION OF LIABILITY

YOU ACKNOWLEDGE AND AGREE THAT, OTHER THAN AS EXPRESSLY PROHIBITED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES REMAINS WITH YOU. NEITHER EVENTTRACKER NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OR INABILITY TO USE THE SERVICES, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE, SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT EVENTTRACKER HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

IN NO EVENT WILL EVENTTRACKER’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID TO EVENTTRACKER FOR USE OF THE SERVICES DURING THE CALENDAR YEAR PRIOR TO THE EVENT GIVING RISE TO THE CLAIM, IF YOUR ACCOUNT IS REGISTERED FOR PAID PLAN, OR FIVE US DOLLARS ($5), IF YOU ARE REGISTERED FOR A FREE PLAN, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN EVENTTRACKER AND YOU.

GOVERNING LAW; NO JURY

These Terms of Use, your rights and obligations, and all actions contemplated by these Terms of Use shall be governed by the laws of the Maryland, without regard to its conflict of laws provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Howard, Maryland.

THE PARTIES HEREBY IRREVOCABLY WAIVE THE RIGHT TO TRIAL BY JURY WITH RESPECT TO ANY ACTION IN WHICH YOU OR EVENTTRACKER ARE PARTIES RELATING TO OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT.

DISPUTE RESOLUTIONS

Additionally, except where prohibited by law, as a condition of using the Services, you agree that any and all disputes and causes of action arising out of or connected to our Services shall be resolved individually, without resort to any form of class action. You also agree that regardless of any statute or law to the contrary, any claim or cause of action arising from or related to the use of the Services must be filed within one (1) year after such claim or cause of action arose or be forever barred. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights here under.

INTEGRATION AND SEVERABILITY

These Terms of Use are the entire and exclusive agreement between you and EventTracker with respect to the Services, and supersede and replace all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and EventTracker with respect to the Services. If any provision of these Terms of Use is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms of Use will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of us. Except as expressly set forth in these Terms of Use, the exercise by either party of any of its remedies under these Terms of Use will be without prejudice to its other remedies under these Terms of Use or otherwise.

ASSIGNMENT OF TERMS

You may not assign or transfer these Terms of Use, by operation of law or otherwise, without EventTracker’s prior express written consent. Any attempt by you to assign or transfer these Terms of Use without such consent will be null and of no effect. EventTracker may assign or transfer these Terms of Use, in its sole discretion, without restriction. Subject to the foregoing, these Terms of Use will bind and inure to the benefit of the parties, their successors and permitted assigns.

NOTICES

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms of Use, will be in writing and given by us (i) via e-mail (to the e-mail address you provided with your Account) or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

SEVERABILITY

If any provision hereof is declared invalid or unenforceable by a court of competent jurisdiction, then the meaning of that provision will be interpreted, to the extent feasible, in a way that renders it enforceable or valid. If no feasible interpretation is possible, the provision will be severed from these Terms of Use and the remainder of these Terms of Use will remain in full force and effect.