IMPORTANT: BY USING THE SERVICES (AS DEFINED BELOW) YOU INDICATE YOUR ACCEPTANCE OF THE FOLLOWING TERMS AND CONDITIONS. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS SET FORTH HEREIN, THEN PLEASE DO NOT USE THE SERVICES.
1. Acceptance of Terms
We may unilaterally change or add to the terms of these Terms at any time. In the event of a material change, We shall notify you via email or by means of a prominent notice on our website. You should check our Services periodically and review changes to the Terms at the following URL: https://testrtc.com/terms. By continuing to use the Services following such modifications, you agree to be bound by such modifications. If you do not accept the modifications, please stop using the Services.
2. The Services
Without registering to the Services, you will not be able to access or use the Services. You must be at least 18 years of age, or the age of legal majority where you reside if that jurisdiction has an older age of majority, to register to the Services. During the process of creating an account to access the Services, you will be required to select a password or to allow us to access your account information from a social network service or emailing service. You agree to maintain accurate, complete, and up-to-date information in your user account. Your failure to maintain accurate, complete, and up-to-date user account information may result in your inability to access and use the Services. You are solely responsible for any actions performed in the Services under your user name and password. Keeping your password safe is your sole responsibility. If you have any reasons to suspect that your password was discovered by any third party or that there was an unauthorized access to your account you will immediately notify TestRTC and modify your login information. You undertake to monitor your account to ensure that no minor under that age has access to the Services. You accept full responsibility for any unauthorized use of the Services by minors.
3. License and Limitations of Use
3.1 Subject to the terms and conditions set forth herein (including, without limitation, payment of the applicable fees), TestRTC hereby grants to you, and you accept, a personal, nonexclusive, non-transferable, non-assignable, non-sublicensable, revocable, limited license to access and make internal use of the Services, only according to the terms of these Terms. The license shall be granted until terminated in accordance with the terms hereof. Any rights not expressly granted herein are reserved by TestRTC and TestRTC’s licensors.
3.2 You undertake to use the Services solely for your own internal business use and for no other purpose whatsoever. You hereby declare that you are at least eighteen (18) years of age, or the age of legal majority where you reside if that jurisdiction has an older age of majority. Except as specifically permitted herein, you agree not to (i) sell, license (or sub-license), lease, assign, transfer, pledge, or share any of your rights under these Terms with/to any third party; (ii) transfer, distribute, scrap, copy, all or any part of the Services or the TestRTC IPR (as defined below); (iii) link to, mirror, or frame any portion of the Services; (iv) make use of the Services or distribute any part thereof in any jurisdiction where same are illegal or which would subject TestRTC or its affiliates to any registration requirement within such jurisdiction or country; (v) use, or encourage, promote, facilitate or instruct others to use the Services for any illegal, harmful or offensive use; (vi) transmit or upload any viruses, spyware or other harmful, infringing, illegal, disruptive or destructive content, messages or files; (vii) visit or access the Services through, or use with the Services any, unauthorized means, services or tools, including, without limitation, any data mining, robots, or similar automated means or data gathering and extraction tools, including, without limitation, in order to extract for re-utilization of any parts of the Services; (viii) access the Services in a manner that utilizes resources more heavily than would be the case for an individual person, (ix) publish, send, or facilitate the sending of any unsolicited mass messages, promotions, advertisements, or solicitations (like spam), including commercial advertising and informational announcements; (x) distribute, upload, transmit, submit, publish, send, or facilitate the sending of inappropriate, inaccurate, misleading, pornographic, fraudulent, libelous, defamatory, offensive, threatening, vulgar, obscene, abusive or otherwise illegal content or content which infringes Intellectual Property Rights (as defined below) of third parties or their right for privacy or publicity; (xi) copy, modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), make any attempt to discover the source code of, the Services and/or any other software available on the Services or create derivative works thereof; (xii) create false personas, multiple identities, multiple user accounts, set up an account on behalf of someone other than yourself; (xiii) attempt to obtain private information from other users in any form or manner whatsoever; (xiv) attempt to interfere with, hack into or decipher any transmissions to or from the servers for the Services; (xv) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks; (xvi) use the Services with the intention of artificially inflating, deflating or altering the Services, including by way of creating separate user accounts for the purpose of artificially altering TestRTC’s services; artificially participating in any other organized effort that in any way artificially alters the results of the Services; (xvii) interfere with or damage the Services, including, without limitation, through the use of viruses, spyware, malware, harmful code, flood pings, bot, denial of service attacks, packet or IP spoofing, forged routing, or methods that in any way reproduce or circumvent the navigational structure or presentation of the Services; (xviii) remove any copyright, trademark or other proprietary rights notices contained in or on the Services; and/or (xviiii) remove, change or modify any trademarks from or attach any additional trademarks to the Services.
You are solely responsible for obtaining, paying for, repairing and maintaining all the equipment, software, hardware and services required for getting access to and using the Services. TestRTC does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.
4. Submitted Information and Materials
4.1 SUBMITTED INFORMATION AND MATERIALS. You shall have sole responsibility and liability for Submitted Information and Materials (as defined below). Any Submitted Information and Materials provided by you remains your property. TestRTC does not endorse and shall not be liable for any and all parts of the Submitted Information and Materials and may, at its sole discretion and at any time and for any reason (or no reason), review, monitor, remove or edit any of the Submitted Information and Materials, without notice to you, including if we decide that such content violates these Terms and/or violates applicable laws, rules, or regulations; is abusive, disruptive, offensive or illegal; or violates the rights of, or harms or threatens the safety of, users of the Service. NOTHING IN THESE TERMS OBLIGATES TESTRTC TO DISPLAY YOUR SUBMITTED INFORMATION AND MATERIALS OR TO USE IT AT ALL OR IN A CERTAIN MANNER. By using the Services you accept the risk that you might be exposed to content that is inaccurate, offensive, indecent, objectionable, or otherwise inappropriate. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you may have against TestRTC with respect to such content.
4.2 LICENSE TO YOUR SUBMITTED INFORMATION AND MATERIALS. Without derogating from your ownership of the Submitted Information and Materials, by submitting or transmitting any Submitted Information and Materials to or through the Services, you grant TestRTC, a non-exclusive, perpetual, irrevocable, worldwide, fully paid-up, royalty-free, sublicensable (through multiple tiers) and transferable license, with the right, to use, copy, reproduce, modify, directly or through third parties, create derivative works of your Submitted Information and Materials, for the purpose of providing the Services . Such license will apply to any form, media, or technology now known or hereafter developed. Any and all sublicenses granted pursuant to this license shall be perpetual and irrevocable and survive the termination of this license and/or the Terms. Except as provided within these Terms and except for your Submitted Information and Materials, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any content appearing on or through the Services.
4.3 REPRESENTATIONS AND WARRANTIES. You represent and warrant to TestRTC that your Submitted Information and Materials (including all content, images, trademarks, and technology contained therein): (i) comply and will at all times comply with all applicable laws, rules and regulations, the Terms and do not and will not infringe the rights of any third party, including any Intellectual Property Rights and the rights of publicity or privacy, (ii) do not and will not contain any threatening, offensive, racist, hateful, violent, obscene, libelous, defamatory or otherwise inappropriate or illegal content, (iii) are and shall be free from any restrictions, third party rights, payment obligations and/or royalties (including, without limitation, to any collecting societies). You agree to pay for all royalties, fees, and any other monies owing any person by reason of content you post on or through the Services.
“Submitted Information and Materials” shall mean any and all material, text, test scripts, photographs, videos, and information (including audio information and content) or other data and/or content provided and/or uploaded and/or transmitted and/or submitted and/or published and/or otherwise made available by you and/or on your behalf.
5. Ownership of Proprietary Rights
All the Intellectual Property Rights (as defined below) evidenced by or embodied in and/or contained and/or subsisting in and/or attached/connected/related to the Services, including, without limitation, any underlying software, platforms, algorithms, technology, website design, any information, services, texts, files, materials, sound, music, videos, content (other than the Submitted Information and Materials), various applications, social graphs, organization, structure, specifications, website “look and feel”, features, and related content that may be created in connection with the use of or registration to the Services, including the selection and arrangement of any of the foregoing, any modifications, enhancements, improvements and derivatives thereof and all Intellectual Property Rights related thereto (collectively, the “TestRTC IPR“) are the property of TestRTC and/or its respective affiliates which retain all right, title and interest in connection therewith.
No transfer or grant of any rights is made or is to be implied by any provision of these Terms or by any other provision contained in the Services with respect to the TestRTC IPR or otherwise. In the event that by operation of law any of the TestRTC IPR is not owned in its entirety by TestRTC automatically upon its creation, then you hereby irrevocably assign, transfer, and convey to TestRTC the ownership of such TestRTC IPR, including all right, title, and interest in connection therewith, free of any charge. You agree to assist TestRTC, at TestRTC’s expense, to obtain for TestRTC and enforce any Intellectual Property Rights for TestRTC IPR worldwide. You will execute any documents that TestRTC may reasonably request for use in obtaining or enforcing such TestRTC IPR and other legal protections.
“Intellectual Property Rights” means worldwide (a) rights associated with works of authorship, designs and photography, including copyrights; (b) trademarks, service marks, domain names, logos, trade names, trade dress and goodwill rights whether or not registered; (c) patents, patent applications and industrial designs; (d) rights analogous to those set forth herein and any other proprietary rights relating to intangible property; (e) divisions, continuations, renewals, reissues and extensions of the foregoing (as applicable) now existing or hereafter filed, issued, or acquired.
We appreciate hearing from our users and welcome your comments regarding the Services. Notwithstanding anything to the contrary herein, please be advised, however, that if you send us ideas, suggestions, comments, inventions, or materials regarding the Services or any suggested improvements thereto (“Feedback”), we shall: (i) own all right, title, and interest, including all Intellectual Property Rights, to the Feedback and to any and all improvements created by TestRTC from, based upon, and/or using such Feedback (the “Improvements”); To the extent all right, title and interest in the Improvements, including all Intellectual Property Rights therein are not owned in their entirety by TestRTC upon creation, you hereby irrevocably assign all rights therein to TestRTC and waive any and all rights therein, including, without limitation, moral rights and/or rights to receive compensation and/or royalties; (ii) not be subject to any obligation of confidentiality and shall not be liable for any use or disclosure of any Feedback; and (iii) be entitled to unrestricted use of the Feedback for any purpose whatsoever, without compensation to you or any other person.
7. User Warranties and Representations
You represent and warrant to TestRTC that: (a) you have, and will have at all times, all right, title and interest necessary to grant to TestRTC any and all licenses hereunder for the purposes contemplated by these Terms; (b) you have, and will have at all times, all rights, permits, licenses, and consents required in connection with the receipt and use of the Services and as required to fulfill your obligations and grant and/or assign to TestRTC any and all rights, licenses and consents hereunder, including, without limitation, in respect of the Submitted Information and Materials; and (c) you and your use of the Services comply, and at all times, will comply with all applicable laws, rules, regulations, statutes, and ordinances.
YOU AGREE THAT YOUR USE OF THE SERVICES AND/OR TESTRTC IPR SHALL BE AT YOUR OWN RISK. THE SERVICES, INCLUDING, WITHOUT LIMITATION THE TESTRTC IPR, ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESSED, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, TESTRTC DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE, AND FITNESS FOR A PARTICULAR PURPOSE.
TESTRTC DOES NOT WARRANT THAT THE TESTRTC IPR AND/OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THESE SERVICES OR THE SERVER(S) THAT MAKES THESE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
TESTRTC DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING, THE TESTRTC IPR AND/OR SERVICES OR ANY GOODS OR SERVICES OBTAINED THROUGH THE USE OF THE SERVICES AND/OR THE TESTRTC IPR, OR THE USE OR THE RESULTS OF THE USE OF TESTRTC IPR AND/OR SERVICES OR ANY GOODS OR SERVICES OBTAINED THROUGH THE USE OF THE SERVICES AND/OR TESTRTC IPR, INCLUDING, WITHOUT LIMITATION, THEIR CORRECTNESS, SECURITY, COMPLETENESS, AVAILABILITY, TIMELINESS, QUALITY, SUITABILITY, ACCURACY, RELIABILITY, OR OTHERWISE. YOU ARE RESPONSIBLE FOR TAKING ALL PRECAUTIONS NECESSARY OR ADVISABLE TO PROTECT YOURSELF AGAINST ANY CLAIM, DAMAGE, LOSS OR HAZARD THAT MAY ARISE BY VIRTUE OF YOUR USE OF OR RELIANCE UPON THE SERVICES AND/OR ANY OF THE TESTRTC IPR AND/OR ANY GOOD OR SERVICE OBTAINED THROUGH THE USE OF THE SERVICES AND/OR TESTRTC IPR AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY SUCH CLAIM, DAMAGE, LOSS, OR HAZARD.
TESTRTC EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT, THE SERVICES AND/OR TESTRTC IPR WILL MEET YOUR REQUIREMENTS, YOUR USE OF THE TESTRTC IPR AND/OR SERVICES WILL BE TIMELY, UNINTERRUPTED, SECURE OR ERROR-FREE, ANY INFORMATION OR MATERIALS OBTAINED THROUGH OR FROM THE TESTRTC IPR AND/OR THE SERVICES WILL BE ACCURATE OR RELIABLE, ANY DATA OR SOFTWARE ERRORS WILL BE CORRECTED, AND THAT TESTRTC WILL CONTINUE TO SUPPORT ANY PARTICULAR FEATURE OF THE SERVICES.
TESTRTC DOES NOT REPRESENT OR GUARANTEE THAT THE TESTRTC IPR AND/OR SERVICES WILL BE FREE FROM LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION, AND TESTRTC DISCLAIMS ANY LIABILITY RELATING THERETO.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
10. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED UNDER LAW, UNDER NO CIRCUMSTANCES WHATSOEVER WILL TESTRTC AND/OR ITS AFFILIATES AND/OR THEIR RESPECTIVE PARTNERS, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSORS, SUBCONTRACTORS AND/OR SUPPLIERS BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY OTHER ENTITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, UNDER ANY LEGAL THEORY, WHETHER CONTRACT, TORT OR OTHERWISE, FOR ANY DIRECT, COMPENSATORY, INDIRECT, INCIDENTAL, CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, ANY LOST PROFITS AND/OR LOST BUSINESS OPPORTUNITIES, BUSINESS INTERUPTION, LOSS OF REVENUE, INCOME, GOODWILL, USE, DATA (OR CORRUPTION OF DATA), OR OTHER INTANGIBLE LOSSES, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR PERSONAL INJURY OR PROPERTY DAMAGE, THAT RESULT FROM OR RELATE IN ANY MANNER WHATSOEVER TO YOUR USE OF THE SERVICES AND/OR TESTRTC IPR, AND/OR RELIANCE ON THE SERVICES AND/OR THE TESTRTC IPR AND/OR YOUR INABILITY TO ACCESS AND/OR USE THE SERVICES AND/OR TESTRTC IPR, INCLUDING, WITHOUT LIMITATION, ANY ERRORS, INACCURACIES, OMISSIONS, DEFECTS, SECURITY BREACHES, OR ANY OTHER FAILURE TO PERFORM BY TESTRTC AND/OR TO ANY OTHER MATTER RELATING TO THE SERVICES AND/OR TESTRTC IPR. TESTRTC AND/OR ITS AFFILIATES AND/OR THEIR RESPECTIVE PARTNERS, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSORS, SUBCONTRACTORS AND/OR SUPPLIERS SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND TESTRTC’S REASONABLE CONTROL. IN NO EVENT SHALL TESTRTC’S AND ITS AFFILIATES’ TOTAL LIABILITY TO YOU IN CONNECTION WITH THE SERVICES AND/OR TESTRTC’S IPR FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED FIVE HUNDRED U.S. DOLLARS (US $500). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
YOU RECOGNIZE AND AGREE THAT THE WARRANTY DISCLAIMERS AND LIABILITY AND REMEDY LIMITATIONS IN THESE TERMS ARE MATERIAL BARGAINED FOR BASIS OF THESE TERMS AND THAT THEY HAVE BEEN TAKEN INTO ACCOUNT AND REFLECTED IN THE DECISION BY YOU TO ENTER INTO THESE TERMS.
You agree to defend, indemnify and hold TestRTC and its affiliates, and their respective partners, officers, directors, employees, shareholders, agents, licensors, subcontractors and suppliers harmless from and against any and all losses, demands, expenses, liabilities, costs, claims, damages (including attorneys’ fees, expert fees’ and other costs of litigation) arising from, incurred as a result of, or in any manner related to: (i) any use of your account and/or your use of the Services; (ii) any misrepresentation made by you to any third party, (iii) your violation of any third party right, including, without limitation, any intellectual property, property, privacy and/or publicity right, and including any third party claim in respect of the Submitted Information and Materials; and (iv) your breach of these Terms.
12. Third party Content
Some of the content and materials available through the Services may be provided by third parties. No reference made in or through this Services to any third party content (including Submitted Information and Materials and advertisements), commercial product, process, or service, or provider of such product, process or service (“Third Party Content“) constitute or imply an endorsement, recommendation or favoring by TestRTC.
Any opinions, advice, statements, content, services, products, offers, advertisements, or other information expressed or made available by such third parties, are those of the respective author(s) or distributor(s) and do not necessarily state or reflect those of TestRTC and TestRTC does not endorse, promote, solicit or recommend them or any Third Party Content in any way nor shall TestRTC be responsible or liable for any of the foregoing. TestRTC is a mere conduit in respect of Third Party Content and is not obligated to screen Third Party Content and makes no warranties or representations as to, and shall have no liability for any of the foregoing.
We may terminate these Terms and/or suspend your right to access or use any portion or all of the Services and/or the TestRTC IPR immediately (including, without limitation, the license set forth in Section 3.1 above), at our sole discretion at anytime and for any reason, including, but not limited to, technical difficulties or violation of these Terms. Upon termination, you shall immediately cease using the Services, pay TestRTC any applicable fees and payments due as of termination and the following Sections shall survive: 1, 2, 3.2, 4-14. Termination of your access to the Services may also include removal of the Submitted Information and Materials uploaded by you to the Services. You agree that We shall not be liable to you or any third party for any termination/suspension of Your access to any of the Services or to any of your Submitted Information and Materials, and shall not be required to make the Submitted Information and Materials available to You after any such termination.
TestRTC may generally cease offering or deny access to the Services and/or the TestRTC IPR or any portion thereof, at any time and for any or no reason.
(i) These Terms shall be governed by and construed in accordance with the laws of Israel, without regard to the principles of conflict of law therein. The parties consent to the exclusive jurisdiction of the competent courts of Tel-Aviv with regard to all claims arising out of, in connection with, or in any way relating to, these Terms. The application of the United Nations Convention of Contracts for the International Sale of Goods or other international laws is expressly excluded; (ii) if any provision of these Terms is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and if such provision is determined to be invalid or unenforceable nonetheless, the provision shall be deemed to be severable from the remainder of these Terms and shall not cause the invalidity or unenforceability of the remainder of these Terms; (iii) You acknowledge and agree that TestRTC has the right, at any time and for any reason (or no reason), to discontinue the Services or any part thereof, or to redesign or modify the TestRTC IPR and other elements of the Services or any part thereof; (iv) this is the entire agreement between you and TestRTC regarding the subject matter herein; (v) TestRTC may assign these Terms, in whole or in part, in its sole discretion. You are not entitled to assign or otherwise transfer the Terms, or any of your rights or obligations hereunder, to any third party without the prior written consent of TestRTC. Any unauthorized assignment will be void and of no force or effect; (vi) unless otherwise expressly provided, no provisions of these Terms are intended or shall be construed to confer upon or give to any person or entity other than you and TestRTC any rights, remedies or other benefits under or by reason of these Terms; (vii) the failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches; (viii) all waivers must be in writing. Any waiver or failure to enforce any provision of these Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion; (ix) YOU AND TESTRTC AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED AND YOU SHALL BE DEEMED TO HAVE WAIVED ANY CLAIM YOU MAY HAVE IN RESPECT THEREOF.
If you have any further questions or require further clarification, please contact us by sending an e-mail to: [email protected]
Last updated: January 18, 2016