1. Your Acceptance of Terms
The following Terms of Service (“TOS”) are between you (and/or the company that you are authorized to enter into these TOS on behalf of) and Engageware and constitute a legal agreement that governs your use of the Engageware service (collectively referred to as the “Service”). All references to “you”, “your” or “person” herein refer to the individual person or company purchasing or using the Service. By using the Service, you agree to abide by the provisions of these TOS. If you do not agree to any of the following terms, then you are not authorized to use the Service. You should print or otherwise save a copy of these TOS for your records. “Engageware” as used herein means TimeTrade Systems, Inc DBA (“Engageware”), located at 100 Ames Pond Drive, Tewksbury, MA 01876 U.S.A.
Legal Authority
To use and/or register for the Service you must be: a) of legal age to form a binding contract with Engageware on behalf of yourself or the company purchasing the Service, and b) cannot be a person barred from receiving the Service under the laws of the United States or other applicable jurisdiction, including the country in which you reside or from where you use the Service.
Changes to this Agreement
To use and/or register for the Service you must be: a) of legal age to form a binding contract with Engageware on behalf of yourself or the company purchasing the Service, and b) cannot be a person barred from receiving the Service under the laws of the United States or other applicable jurisdiction, including the country in which you reside or from where you use the Service.
2. Description of the Service
Engageware
The Service is an online appointment invitation system designed for business professionals who want to invite others to schedule a personal interaction such as a meeting, phone call, interview or consultation. The Service enables users to easily and automatically book a steady flow of appointments with prospects, customers and clients through a single email outreach or website visit.
Free Trial
You may use the Service free of charge for the free trial period specified when you sign up for the Service for Engageware Individual and Business Edition.
Subscription
If you would like to continue using the Service after the trial period, you may purchase an annual subscription at the subscription rates set forth on Engageware’s website. By starting a subscription, you authorize Engageware to automatically charge a recurring subscription fee to the credit card account that you use to start the subscription Services until the subscription is canceled or terminated in accordance with these TOS, unless other arrangements are made between you and Engageware. As set forth in the Engageware Privacy Statement, Engageware uses a third party processor to process all credit card payments.
The recurring subscription fee will be automatically billed in advance at the start of each subscription term until the subscription is canceled or terminated in accordance with these TOS. Engageware reserves the right to change the fees for the Services at any time upon sixty (60) days advance written notice, which notice may be made by e-mail.
The subscription will continue to automatically renew on an annual basis on the anniversary of your subscription start date, as applicable, until terminated in accordance with Section 7 below. All fees are NON-REFUNDABLE. There are NO REFUNDS OR CREDITS FOR USE OF A PARTIAL TERM OF SERVICES. You are responsible for ensuring that your credit card information is current at all times. Engageware’s inability to process your payment will be considered a violation of these TOS, entitling Engageware to suspend and/or terminate the Services with or without notice.
Changes to the Service
Engageware reserves the right to modify, suspend or stop the Service (or any part thereof), either temporarily or permanently, at any time or from time to time, with or without prior notice to you. Without limiting the foregoing, Engageware may provide notice of any such changes to the Service by posting them on its Website and/or via the Service. You agree that Engageware shall not be liable to you or any third party for any modification or cessation of the Service. You acknowledge that Engageware has no express or implied obligation to provide, or continue to provide, the Service, or any part thereof, now or in the future.
Limitations on Use
Engageware may impose limitations on the use of the Service, including, but not limited to, allocating certain levels of storage capacity to your account, restricting the number of accounts you may register, imposing expiration dates on Content (as defined below) and removing expired Content from the Service, with or without notice to you. You agree to use the Service only for purposes permitted by these TOS and any applicable law, regulation or generally accepted practice in the applicable jurisdiction. Engageware reserves the right to modify or impose any limitations on the use of the Service at any time, with or without notice to you.
Your Account
To sign-in and activate the Service, you must set up a Engageware account (“Account”). Please choose a strong password for your account and do not reveal your password to others. You agree that you are responsible for keeping your password confidential and secure, and further, understand that you are solely responsible and liable for any activities that occur through your Account.
No Resale of Service
You agree that you will not reproduce, copy, duplicate, sell, resell, rent or trade the Service (or any part thereof) for any purpose.
3. Privacy
You understand that by using the Service, you consent and agree to the collection and use of certain information about you and your use of the Service by Engageware in accordance with Engageware’s Privacy Policy. Information collected when you use the Service may include technical or diagnostic information related to your use that may be used by Engageware to maintain, improve and enhance the Service. You further understand and agree that this information may be transferred to the United States and/or other countries for storage, processing and use by Engageware and/or its affiliates. Engageware will make no use of personal information about you for any purpose other than that of providing the Service; however, as between you and Engageware, you will have sole responsibility for any and all personal information about you or others contained in Content in your Account.
4. Content and Your Conduct
Content
“Content” means any information that may be created or transmitted through use of the Service, and in particular the content of messages and other communications created or distributed via the Service. You understand that all Content is the sole responsibility of the person from whom such Content originated. This means that you, and not Engageware, are solely responsible for any Content you upload, transmit, store or otherwise make available through your use of the Service. Engageware does not control the Content transmitted via the Service, nor does it guarantee the accuracy, integrity or quality of such Content. You understand and agree that your use of the Service and any Content is solely at your own risk.
No Sensitive Information
YOU AGREE NOT TO USE THE SERVICES TO COLLECT, MANAGE OR PROCESS SENSITIVE INFORMATION. ENGAGEWARE WILL NOT HAVE ANY LIABILITY THAT MAY RESULT FROM YOUR USE OF THE SERVICES TO COLLECT OR MANAGE SENSITIVE INFORMATION. “Sensitive Information” means credit or debit card numbers; personal financial account information; Social Security numbers; passport numbers; driver’s license numbers or similar identifiers; racial or ethnic origin; physical or mental health condition or information; or other employment, financial or health information, including any information subject to regulations, laws or industry standards designed to protect data privacy and security, such as, but not limited to, the Gramm–Leach–Bliley Act, the Health Insurance Portability and Accountability Act and the Payment Card Industry Data Security Standards.
Your Conduct
You agree that you will NOT use the Service to:
engage in any copyright infringement or other intellectual property infringement, or disclose any trade secret or confidential information in violation of a confidentiality, employment, or nondisclosure agreement;
upload, transmit, store or otherwise make available any material or links that contain viruses, malicious software or any other computer code, files or programs designed to harm, interfere with or limit the normal operation of the Service or transmit any of the foregoing to others;
interfere with or disrupt the Service (including accessing the Service through any automated means, like scripts or web crawlers), or any servers or networks connected to the Service, or any policies, requirements or regulations of networks connected to the Service;
violate laws or regulations pertaining to the privacy rights of a natural person(s) or data subject.
engage in any unsolicited advertising, marketing or other activities, including, without limitation, any activities that violate anti-spam laws and regulations including, but not limited to, the CAN SPAM Act of 2003; or send excessive or mass e-mails that, in Engageware sole opinion, places an unusually large burden on the Service or causes Engageware’s IP address to be blacklisted.
Removal of Content
You acknowledge that Engageware is not responsible or liable in any way for any Content provided by you. However, Engageware reserves the right at all times to screen, move, refuse, modify and/or remove Content at any time, without prior notice and in its sole discretion, if such Content is found to be in violation of these TOS.
Backup Your Content
You are responsible for backing up, to your own computer or other device, any Content that you transmit or store via the Service. Engageware does not guarantee or warrant that any Content you may transmit or store through the Service will not be subject to inadvertent damage, corruption or loss.
Access to Your Account and Content
You acknowledge and agree that Engageware may access, use, preserve and/or disclose your account information and Content if legally required to do so or if we have a good faith belief that such access, use, disclosure, or preservation is reasonably necessary to: (a) comply with legal process or request; (b) enforce these TOS, including investigation of any potential violation thereof; (c) detect, prevent or otherwise address security, fraud or technical issues; or (d) protect the rights, property or safety of Engageware, its users or the public as required or permitted by law. You understand that in order to provide the Service, Engageware may transmit your Content across various public networks, in various media, and modify or change your Content to comply with technical requirements of connecting networks or devices. You hereby authorize Engageware to take any of the foregoing actions.
5. Trademark Information
Engageware, the Engageware logo and other Engageware trademarks, service marks, graphics, and logos used in connection with the Service are trademarks or registered trademarks of Engageware in the US and/or other countries. Other trademarks, service marks, graphics, and logos used in connection with the Service may be the trademarks of their respective owners. You are granted no right or license in any of the aforesaid trademarks, and further agree that you shall not remove, obscure, or alter any proprietary notices (including trademark and copyright notices) that may be affixed to or contained within the Service.
6. Software
Engageware’s Proprietary Rights
You acknowledge and agree that Engageware and/or its licensors own all legal right, title and interest in and to the Service, and any software and plug-ins provided by Engageware as a part of and/or in connection with the Service (the “Software”), including any and all intellectual property rights that exist therein, whether registered or not, and wherever in the world they may exist. You further agree that the Service (including the Software, or any other part thereof) contains proprietary and confidential information that is protected by applicable intellectual property and other laws.
License From Engageware
Engageware grants you a personal, non-exclusive, non-transferable, limited license to use and access the Service and any associated Software in accordance with these TOS; provided that you do not (and do not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile, or otherwise attempt to discover the source code (unless expressly permitted or required by law), sell, lease, sublicense, assign, grant a security interest in or otherwise transfer any right in the Service or Software.
Export Control
Use of the Service and Software, including transmitting or uploading Content via the Service, may be subject to the export and import laws of the United States and other countries. You agree to comply with all applicable export and import laws and regulations. In particular, but without limitation, the Software may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Software or Service, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the Software or Service for any purposes prohibited by United States law. This assurance and commitment shall survive termination of this TOS.
7. Termination
Termination by You
You may terminate your account and/or stop using the Service at any time.
Termination by Engageware
Engageware may at any time, under certain circumstances and without prior notice, immediately terminate or suspend all or a portion of your Account and/or access to the Service. Cause for such termination shall include, but not be limited to: (a) violations of the TOS or any other policies or guidelines that are referenced herein and/or posted on the Service; (b) a request by you to cancel or terminate your Account; (c) discontinuance or material modification to the Service or any part thereof; (d) a request and/or order from law enforcement, a judicial body, or other government agency; (e) where provision of the Service to you is or may become unlawful; (f) unexpected technical or security issues or problems; or (g) your participation in fraudulent or illegal activities. Any such termination or suspension shall be made by Engageware in its sole discretion, and Engageware will not be responsible to you or any third party for any damages that may result or arise out of such termination or suspension of your account and/or access to the Service.
Effects of Termination
Upon termination of your Account you will lose all access to the Service and all Content therein and must permanently remove all Software from your systems.
8. Links and Third Party Materials
Certain features of the Service may include materials from third parties and/or hyperlinks to other web sites, resources or content. Because Engageware has no control over such third party sites and/or materials, you acknowledge and agree that Engageware is not responsible for the availability of such sites or resources, and does not endorse or warrant the accuracy of any such sites or resources. You further acknowledge and agree that Engageware shall not be responsible or liable in any way for any damages you incur or allege to have incurred, either directly or indirectly, as a result of your use and/or reliance upon any such sites or resources.
9. Disclaimer of Warranties
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. THEREFORE, SOME OF THE EXCLUSIONS SET FORTH BELOW MAY NOT APPLY TO YOU.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK AND THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ENGAGEWARE AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. IN PARTICULAR, ENGAGEWARE AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS; (II) YOUR USE OF THE SERVICE WILL BE TIMELY, UNINTERRUPTED, SECURE OR ERROR-FREE; AND (III) ANY DEFECTS OR ERRORS IN THE SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICE WILL BE CORRECTED.
ANY CONTENT TRANSMITTED, STORED, OR OTHERWISE MAINTAINED THROUGH THE USE OF THE SERVICE IS DONE SOLELY AT YOUR OWN DISCRETION, RESPONSIBILITY AND RISK. YOU ARE SOLELY RESPONSIBLE FOR COMPLIANCE WITH ALL REGULATION(S) RELATED TO THE PRIVACY AND PROPER HANDLING OF THE CONTENT, INCLUDING SUCH LAWS AND REGULATIONS CONCERNING PRINCIPLES OF; NOTICE, CHOICE, ACCOUNTABILITY OF ONWARD TRANSFER, SECURITY, DATA INTEGRITY, PURPOSE LIMITATIONS, ACCESS, RECOURSE, ENFORCEMENT AND LIABILITY OF EUROPEAN DATA SUBJECTS, COLLECTED ON YOUR BEHALF OR PROVIDED BY YOU TO ENGAGEWARE.
YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO EQUIPMENT, LOSS OR CORRUPTION OF DATA THAT RESULTS FROM ANY SUCH USE OF THE SERVICE. YOU FURTHER ACKNOWLEDGE THAT THE SERVICE IS NOT INTENDED OR SUITABLE FOR USE IN SITUATIONS OR ENVIRONMENTS WHERE THE FAILURE OR TIME DELAYS OF, OR ERRORS OR INACCURACIES IN, THE CONTENT, DATA OR INFORMATION PROVIDED BY THE SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, OR PHYSICAL OR ENVIRONMENTAL DAMAGE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ENGAGEWARE OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TOS. ENGAGEWARE HAS NO OBLIGATION TO PROVIDE ANY TECHNICAL OR LEGAL SUPPORT UNDER THESE TOS.
10. Limitation of Liability
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. THEREFORE, SOME OF THE EXCLUSIONS OR LIMITATIONS SET FORTH BELOW MAY NOT APPLY TO YOU.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT ENGAGEWARE AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES (EVEN IF ENGAGEWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OF OR INABILITY TO USE THE SERVICE; (II) ANY CHANGES MADE TO THE SERVICE OR ANY TEMPORARY OR PERMANENT CESSATION OF THE SERVICE OR ANY PART THEREOF; (III) THE UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE AND/OR SEND OR RECEIVE YOUR TRANSMISSIONS OR DATA ON OR THROUGH THE SERVICE; (V) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; AND (VI) ANY OTHER MATTER RELATING TO THE SERVICE OR THESE TOS.
YOU ACKNOWLEDGE THAT ENGAGEWARE HAS SET ITS PRICES IN RELIANCE UPON THE LIMITATIONS OF LIABILITY AND THE DISCLAIMERS OF WARRANTIES AND DAMAGES SET FORTH IN THESE TOS, AND THAT THE SAME FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND ENGAGEWARE. YOU AGREE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND DISCLAIMERS SPECIFIED IN THESE TOS WILL SURVIVE AND APPLY EVEN IF FOUND TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE.
11. Indemnity
You agree to defend, indemnify and hold Engageware, its affiliates, subsidiaries, directors, officers, employees, agents, partners and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by a third party, relating to or arising from: (a) any Content you submit, transmit, store or otherwise make available through the Service; (b) your use of the Service; (c) any violation by you of these TOS; or (d) your violation of any rights of another. This obligation shall survive the termination or expiration of these TOS and/or your use of the Service.
12. Notices
Engageware may provide you with notices regarding the Service, including changes to these TOS, by email, regular mail, or by postings on its Website and/or the Service.
13. U.S. Government Rights
All Software used in the Service is provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(iii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of Commercial Computer Software – Restricted Rights at 48 CFR 52.227-19, as applicable. Contractor/manufacturer is TimeTrade Systems, Inc. DBA (“Engageware”), 100 Ames Pond Drive, Tewksbury, MA 01876.
14. Governing Law
Any litigation or other dispute resolution between you and Engageware arising out of or relating to these TOS or your use of the Service will take place in the state or federal courts sitting within the Commonwealth of Massachusetts, and you and Engageware hereby consent to the personal jurisdiction of and exclusive venue in the state and federal courts therein with respect to any such litigation or dispute resolution. This Agreement will be governed by and construed in accordance with the laws of the United States and the Commonwealth of Massachusetts, excluding its conflict of laws rules. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
15. General
These TOS constitute the entire agreement between you and Engageware and govern your use of the Service. If any part of these TOS is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The failure of Engageware to exercise or enforce any right or provision of these TOS shall not constitute a waiver of such right or provision. You agree that, unless otherwise expressly provided in these TOS, there shall be no third-party beneficiaries to this agreement. Any translation of these TOS is done for local requirements and in the event of a dispute between the English and any non-English versions, the English version of these TOS shall govern. You agree that any claim or cause of action arising out of or related to these TOS or the use of the Service must be filed within one (1) year after the cause of action arose or be forever barred.
Last reviewed 09/29/2021