Agreement of Terms and Conditions
The word "Subscriber" means any natural person, proprietorship, corporation, partnership, or other entity whatsoever, who agrees to purchase Information from DatAccess.
The word "Information" means certain data and other information provided by DatAccess, and all information that derives from any such information.
The word "Person" means any natural person, proprietorship, corporation, partnership, or other entity whatsoever.
The word "Membership" means a Subscriber's election to become a customer of DatAccess by choosing a DatAccess payment plan for the purpose of receiving Information provided by DatAccess.
The phrase "Claims or Losses" means any and all liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs, judgments, settlements, and expenses of whatever nature, whether incurred by or issued against an indemnified party or a third party, including, without limitation, (1) indirect, special, punitive, consequential or incidental loss or damage, (including, but not limited to, loss of anticipated profits, loss by reason of shutdown in operation or increased expenses of operation, or other indirect loss or damage) and (2) administrative costs, investigatory costs, litigation costs, and auditors' and attorneys' and fees and disbursements (including in-house personnel).
Subscriber understands that the Information provided by DatAccess is provided by third parties. DatAccess makes no representations or warranties of any kind, express or implied, as to the accuracy, completeness, current nature, or suitability for any use of this Information. By purchasing this Information from DatAccess purchasers acknowledge they have verified, or will verify, with all applicable manufacturers the suitability and correctness of all Information obtained from DatAccess relating to the user's application PRIOR to utilizing the data in determining to use and install any part on any aircraft.
Subscriber agrees and acknowledges that DatAccess has a proprietary interest in the Information it provides. Subscriber shall use Information obtained from DatAccess only for its individual use. Subscriber shall not furnish Information obtained from DatAccess to any person or entity other than an officer, partner or employee of Subscriber. Subscriber will not use any Information obtained from DatAccess in competition with DatAccess. DatAccess grants to Subscriber a non-exclusive, non-transferable license during the term of the Subscriber's membership to receive and use the Information transmitted to it by DatAccess for the personal use of the Subscriber and the internal use in the business of the Subscriber, and thereafter to not use such Information for any purpose inconsistent with DatAccess's terms and conditions. Subscriber may not sell, lease, furnish or otherwise permit or provide access to the Information to any other Person or to any other office, or place. Subscriber will not engage in the operation of any illegal business; use or permit anyone else to use the Information, or any part thereof, for any illegal purpose.
Subscriber acknowledges that DatAccess, in its sole discretion, may from time to time make changes to its system or the Information. Changes, or the failure to make timely changes by DatAccess, may sever or affect Subscriber's access to or use of the Information. DatAccess shall not be responsible for such effects.
To the extent permitted by applicable law, Subscriber acknowledges and agrees that the termination of Subscriber's service for failure to make payments shall not be deemed or considered to be, and Subscriber waives any right to represent or assert that any such exercise constitutes, an act or omission or an improper denial or limitation of access by DatAccess to any service provided by DatAccess to Subscriber.
To the fullest extent permissible by applicable law, DatAccess disclaims all warranties of any kind, express or implied, including implied warranties of merchantability and fitness for use for any purpose, relating to the Information provided by DatAccess Subscriber agrees that DatAccess will not be liable for any direct, indirect, or incidental punitive and consequential damages arising from Subscriber's use of any Information provided by DatAccess for any purpose. Neither Subscriber nor any other person shall hold DatAccess liable in any way for (a) any inaccuracy, error or delay in, or omission of, (1) any such information or message or (2) the transmission or delivery of any such information or message, or (b) any loss or damage arising from or occasioned by (1) any such inaccuracy, error, delay or omission, (2) non-performance or (3) interruption in any such information or message, due either to any negligent act or omission by DatAccess, to any force majeure (e.g., flood, extraordinary weather conditions, earthquake or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications or power failure, equipment or software malfunction) or to any other cause beyond the reasonable control of DatAccess.
The Subscriber will indemnify and hold harmless DatAccess its employees, officers, directors and other agents from any and all claims or losses imposed on, incurred by or asserted as a result of or relating to:
- any noncompliance by Subscriber with the terms and conditions herein
- any third-party actions related to Subscriber's receipt and use of the Information, whether authorized or unauthorized under this agreement, for any claims or liabilities arising out of, or in connection with any claim made by any person, firm or corporation against Subscriber and DatAccess
Either Subscriber or DatAccess may terminate Subscriber's Membership upon 30 days written notice one to the other. In the event of any termination by either party, DatAccess shall retain all proceeds deposited with it for any purpose as partial liquidated damages.
Natural persons executing this Agreement warrant and represent that they are at least eighteen (18) years of age. Subscriber and the Person executing this Agreement on behalf of Subscriber, which is a proprietorship, corporation, partnership or other entity, represent that such Person is duly authorized by all necessary and appropriate corporate authority to execute the Agreement on behalf of Subscriber. Subscriber agrees that it will utilize DatAccess’ services in accordance with all requirements set forth by the Office of Foreign Assets Control of the U. S. Department of the Treasury and the laws of the United States.
Subscriber's consent and authorization for payment to purchase Information from DatAccess constitutes purchaser's acceptance and agreement to the terms and conditions of DatAccess as stated herein, and a waiver of all claims of any kind against DatAccess
The terms of this Agreement apply to those obligations that survive any cancellation, termination, or rescission, namely, obligations relating to intellectual property, indemnification, limitation of liability, warranties, and disclaimer of warranties.
In the event of any conflict between DatAccess' terms and conditions and those terms and conditions of a Subscriber, DatAccess' terms and conditions shall prevail.
This Agreement shall be deemed to have been made in the United States and shall be construed and enforced in accordance with the laws of the State of New York. Subscriber hereby consents to submit to the jurisdiction of the courts of New York in connection with any action or proceeding instituted relating to this Agreement. Subscriber agrees to pay DatAccess' related costs and attorneys' fees arising from any dispute between DatAccess and Subscriber.