Subscriber's Terms of Service
The following describes the terms and conditions that apply to persons accessing and using the "Online Aircraft Values Service" and/or the "Portfolio Monitoring Online Service" offered by AVITAS.
These terms and conditions constitute a service and license agreement ("Agreement") between you, as a Subscriber, and AVITAS, and sets out the entire agreement between you and AVITAS for the use of the Website and the Service that you have chosen. These terms may be updated or modified by AVITAS from time to time without notice to you, and you need to regularly check this Agreement to stay up to date. In addition, when using the Service, you shall be subject to any posted guidelines or rules then applicable to the Service, which may be posted from time to time. All such guidelines or rules are incorporated by reference into this Agreement.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SERVICE. BY CLICKING "SUBMIT," YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SERVICE. AVITAS MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF THE SERVICE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE AGREEMENT AS MODIFIED.
THE WEBSITE AND THE SERVICE IS INTENDED FOR USE ONLY BY PERSONS EIGHTEEN (18) YEARS OF AGE OR OLDER WHO HAVE THE CAPACITY TO ENTER INTO A VALID CONTRACT. BY ACCESSING THE WEBSITE AND USING THE SERVICE, YOU REPRESENT AND AFFIRM THAT YOU MEET THESE REQUIREMENTS.
In this Agreement the following meanings shall apply:
1.1 "Account Privileges" means the right of a User to access the Subscription Area and use the Service in accordance with the Terms defined below.
1.2 "AVITAS" means AVITAS, Inc. located at 14520 Avion Parkway, Suite 220 Chantilly, Virginia 20151, USA.
1.3 "Content" means the information, opinions, values, valuations, data, graphics, software, text, and other material appearing on or available in the Subscription Area of the Website.
1.4 "Password" means the password issued to Subscriber or which the Subscriber created upon acceptance of these Terms and agreement to pay the Subscription Charges.
1.5 "Service" means the particular AVITAS service (from the list of services identified in Section 2.1) that Subscriber has chosen to subscribe to by completing the registration form for such service, choosing a Service Plan, agreeing to pay the Subscription Charge, and agreeing to these Terms.
1.6 "Service Plan" (plural "Service Plans") means one of the plans AVITAS offers for subscribing to a Service, which plans vary based on the time length of the subscription to the Service and the corresponding periodic Subscription Charge for such Service. Each Service Plan is set forth and described on the Website.
1.7 "Subscriber" means a person who accepts the terms and conditions of this Agreement and agrees to pay the Subscription Charge for use of the Service and is thereby granted the rights described in this Agreement for a Subscriber for the particular Subscriber Site identified in the registration form. Subscriber shall be responsible for the Subscription, compliance with this Agreement, and for managing its Users' access to the Website and the Service in accordance with these Terms.
1.8 "Subscriber Site" means the particular location of Subscriber or his, her or its business, identified by Subscriber in the registration form.
1.9 "Subscription Area" means the area of the Website that is only accessible to Users exercising their Account Privileges.
1.10 "Subscription Charge" (plural "Subscription Charges") means the amount of money charged by AVITAS to Subscriber to acquire the Account Privileges to access and use the Service, pursuant to a Service Plan.
1.11 "Terms" means these terms and conditions.
1.12 "User" means a designated employee or other representative of Subscriber whose principal place of employment is at the Subscriber Site identified by Subscriber, who has been designated by Subscriber to receive a Username and Password from AVITAS and exercise the Account Privileges for such Service pursuant to the Terms.
1.13 "Username" means the unique name that AVITAS issues to a User.
1.14 "Website" means the Internet website currently located at www.avitas.com or avitas.com
2. PROVISION OF THE SERVICE
2.1 You, as Subscriber, have chosen either the AVITAS "Online Aircraft Values Service," which is an online appraisal service for aircraft, or the "Portfolio Monitoring Online Service," which is an online monitoring services, as each Service is explained more fully on the Website. AVITAS shall provide the Service to you in accordance with the Terms
2.2 In order to use the Service, you must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem or other access device. You are responsible for the provision of and payment for telecommunications services plus a suitable PC and any other items of hardware or communications equipment necessary to enable you to access the Service. In no circumstances will AVITAS be able to issue refunds against charges you incur from such items or services, and AVITAS cannot accept responsibility for any delay or inability to access or use the Service due to any faults in these items or services.
2.3 You shall be responsible for the accuracy and validity of any information or data that you provide to AVITAS in order to obtain the Content, including the values and valuations. AVITAS is not responsible for verifying the information or data that you enter. AVITAS cannot guarantee that the Website and the Service will never be faulty but AVITAS will correct reported faults as soon as reasonably practicable. The Content may contain errors, omissions, or typographical errors or may be out of date. AVITAS may change, delete or update any Content at any time and without prior notice. The Content is provided for informational purposes only and is not binding on AVITAS in any way except to the extent it is specifically indicated to be so.
2.4 AVITAS may temporarily suspend access to the whole or any part of the Website for any reason at its sole discretion. AVITAS may, but shall not be obliged to, give you as much notice as is reasonably practicable when it suspends access. AVITAS will restore access to the Website as soon as reasonably practicable after temporary suspension. In accordance with Clause 8 below AVITAS shall not be liable to you for any loss, whatsoever or howsoever incurred, which you may incur as a result of such suspension or delay. AVITAS may vary the technical specification of the Service from time to time.
3. SUBSCRIPTION CHARGES AND SERVICE PLANS
3.1 Subscriber shall be bound by the Subscription Charge and/or Service Plan that Subscriber chooses from those posted on the Website at the time Subscriber subscribes to the Service, and, if Subscriber extends its subscription, by the chosen Subscription Charge and/or Service Plan posted at the time of the extension. All prices shall be listed in U.S. dollars.
3.2 Subscriber must pay the Subscription Charge due for each Subscription Site for the Service prior to being given access to the Subscription Area and using the Service. If Subscriber has chosen a Service Plan longer than one month, then prior to the commencement of each month, Subscriber must pay the monthly Subscription Charge required by such Service Plan. If Subscriber fails to make the required payment by or before the commencement of a month, then AVITAS shall suspend the Account Privileges for Subscriber's User for such month, or until Subscriber makes the required payment.
3.3 Subscriber is obligated for all monthly Subscription Charges for the duration of the Service Plan that Subscriber has chosen, whether or not Subscriber discontinues using the Service. For example, if Subscriber registers for a Service Plan of six months, then Subscriber is obligated to pay AVITAS for the Subscription Charges for the full six months, even if Subscriber discontinues use of the Service before the expiration of six months.
3.4 Payment must be made by credit card, check or wire transfer to AVITAS's bank account.
4. REGISTRATION, PASSWORD AND SECURITY
4.1 In order to use the Service, Subscriber shall be required (a) to complete a registration form, on which Subscriber agrees to provide true, accurate, current and complete information about Subscriber and User as prompted by the registration form (such information to be the "Registration Data") and (b) to maintain and promptly update the Registration Data to ensure that it is true, accurate, current and complete. Subscriber shall be required to identify one Subscriber Site and one User, and to identify a Username and Password for such User.
4.2 Each User is required to use such Username and Password to access the Subscription Area and use the Service. A User may permit other employees of Subscriber located at Subscriber Site to use his or her Username and Password; provided, however, that only one person at a time may use such Username and Password to access the Service. Each User is responsible for the security and proper use of the Username and Password and must take all necessary steps to ensure that they are used properly and not disclosed to unauthorized parties.
4.3 Subscriber and each User is responsible for ensuring that no unauthorized access is obtained to the Subscription Area and/or the Service. Subscriber will be liable for all activities conducted from or at its Subscription Site, whether authorized or not by Subscriber, that cause harm to AVITAS.
4.4 Subscriber and each User must inform AVITAS immediately if such Subscriber or User has reason to believe that the Password has become known to someone not authorized to use it, or if the Password is being or is likely to be used in an unauthorized way. If AVITAS has reason to believe that there is likely to be a breach of security or misuse of the Service, AVITAS may change a Password immediately and will notify Subscriber and/or User accordingly.
4.5 Subscriber shall not post or transmit through the Website any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, or which, without AVITAS?s express prior approval, contains advertising or any solicitation with respect to products or services. Subscriber shall not use the Website to advertise or perform any commercial solicitation, including, but not limited to, the solicitation of users to become subscribers of other on-line information services competitive with the Service or AVITAS.
4.6 Subscriber shall not upload, post or otherwise make available on the Website any material without the prior written consent of AVITAS.
4.7 AVITAS reserves the right to audit the information Subscriber uses and/or gains from the Service; Subscriber agrees that permission to allow AVITAS to perform such an audit will not be unreasonably withheld.
5.1 This Agreement grants Subscriber and each User designated by Subscriber a temporary license (?License?) to access the Subscription Area and use the Service and AVITAS's proprietary software ("AVITAS Software") underlying the Service.
5.2 The License shall be non-exclusive, limited as set forth herein, and in effect only as long as this Agreement remains in effect. Subscriber agrees not to use, or permit use of, the Content except as permitted in the Agreement. Subscriber shall not sell, assign, transfer, lease, sublease, or sublicense this Agreement or the License, or any part thereof or interest therein, or permit the Subscription Area and/or the Service to be accessed or utilized by any person other than a User, without prior written approval of AVITAS
5.3 The AVITAS software is proprietary to AVITAS, and contains trade secrets and other confidential information not known to the public. AVITAS retains all right, title, and interest in and ownership of the AVITAS software. Subscriber acknowledges that the grant of the License, pursuant to this Agreement, does not provide Subscriber or any User with any right, title, interest in or ownership of the intellectual property of AVITAS, other than the rights of Subscriber as a licensee under this Agreement.
6. USE OF THE SERVICE; USER CONDUCT
6.1 THE SERVICE OFFERS VALUATIONS AND VALUES THAT ARE THE OPINION OF AVITAS AND IS INTENDED TO BE ADVISORY ONLY IN NATURE. YOU ARE SOLELY RESPONSIBLE FOR EVALUATING THE SUITABILITY, ACCURACY AND COMPLETENESS OF ANY OF THE VALUES, VALUATIONS OR OTHER DATA PROVIDED BY AVITAS. Therefore, AVITAS assumes no responsibility or legal liability for any action taken, or not taken, by the Subscriber, the User or any other party, with regard to, or in connection with, this information.
6.2 The Website and the Service enable access to Content, which may be protected by copyright, trademark, trade secret, and any other intellectual property and related rights ("Rights"). You shall use the Website, the Service and the Content, including, but not limited to, the values and valuations, for your own internal business purposes only ("Approved Use") and you shall comply with all other instructions regarding use of the Website, the Service and the Content. You shall not permit anyone else to copy, store, modify, transmit, distribute, broadcast or publish any part of the Content other than when this is reasonably necessary for the normal delivery of the Service or for Approved Use of the Content in accordance with these Terms.
6.3 You agree to use the Website and the Service for lawful purposes only, and in a manner which does not infringe, restrict or inhibit access to or use of the Website and/or the Service by any other persons.
7. SUSPENSION AND TERMINATION
7.1 In addition to any other rights AVITAS may have, AVITAS has the right to suspend or terminate your Password and your subscription immediately without notice if: (a) you breach any provision of the Agreement; (b) you are made bankrupt, enter into liquidation or any arrangement or composition with your creditors or if a receiver or administrator or administrative receiver is appointed against any of your assets or business; or (c) AVITAS ceases or intends to cease to operate the Service.
7.2 On termination AVITAS will not be liable to refund any part of Subscription Charges paid.
7.3 If AVITAS delays in acting upon a breach of the Agreement, that delay will not be regarded as a waiver of the breach. If AVITAS does waive a breach of this Agreement by you, that waiver is limited to that particular breach.
7.4 Subscriber shall be responsible for reimbursing AVITAS for all expenses, including reasonable attorney?s fees, incurred by AVITAS in enforcing this Agreement in an effort to obtain payment due to AVITAS.
8.1 The Registration Data that you provide to AVITAS will be stored on AVITAS's computer systems and used to facilitate the provision of the Service to you.
8.2 AVITAS does not assume responsibility for the timeliness, deletion, misdelivery or failure to store any Registration Data or information, communications, or personalization settings provided or entered by User or Subscriber.
9. WARRANTIES AND DISCLAIMERS
9.1 AVITAS WILL USE REASONABLE SKILL AND CARE IN THE CREATION AND SUPPLY OF THE WEBSITE, THE SERVICE AND THE CONTENT. OTHERWISE, THE WEBSITE, THE SERVICE, AND CONTENT PROVIDED BY AVITAS ON THE WEBSITE AND THROUGH THE SERVICE IS PROVIDED ?AS IS. AVITAS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, INFRINGEMENT AND ANY WARRANTIES ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE AND TRADE.
9.2 Except as expressly specified in this Agreement, all warranties, conditions or other terms implied by statute, common law or otherwise are excluded to the fullest extent permitted by law.
10. LIMITATION OF LIABILITY
10.1 Notwithstanding anything in this Agreement to the contrary, the maximum aggregate liability of AVITAS to any Subscriber or User under or in connection with this Agreement shall be the amount of Subscription Charges paid by Subscriber during the twelve month period prior to the action giving rise to Subscriber's or User's claim for damages.
10.2 AVITAS SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGE, OR FOR ANY TYPE OF LOSS OF REVENUE, INCLUDING BUT NOT LIMITED TO, LOSS OF BUSINESS REVENUE, PROFITS, LOSS OF OPPORTUNITY, ANTICIPATED SAVINGS OR WASTED EXPENDITURE, CORRUPTION OR DESTRUCTION OF DATA OR FOR ANY OTHER INDIRECT OR CONSEQUENTIAL LOSS WHATEVER ARISING FROM ACCESS OR USE OF, OR INABILITY TO ACCESS OR USE, THE WEBSITE OR THE SERVICE, OR FOR DAMAGE RESULTING FROM THE USE OF OR RELIANCE ON THE CONTENT AVAILABLE ON, OR PROVIDED BY, THE WEBSITE OR THE SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING LIABILITY FOR NEGLIGENCE) OR OTHERWISE FOR THE SUITABILITY, ACCURACY OR FITNESS FOR ANY PURPOSE OF THE SERVICE AND ANY CONTENT.
11.1 Subscriber and User agree to indemnify AVITAS against any and all claims, losses or expenses, including but not limited to pre-litigation costs and expenses, which are brought or threatened against AVITAS by another person arising from Subscriber?s and/or User?s use of the Website or the Service.
12.1 AVITAS may modify the Agreement or any Website address used for the Website and the Service at any time, such modifications becoming effective immediately upon either posting of the modified Agreement on the Website or notification to you. By continuing to use the Website and/or Service following any such modification you will be deemed to accept such modification.
12.2 You are not allowed to assign this Agreement in whole or in part. You shall not re-sell or attempt to re-sell the Service (or any part or facility of it) or any Content to any other person.
12.3 AVITAS shall have no liability if AVITAS cannot perform its obligation under this Agreement because of circumstances beyond its reasonable control, such as technical failure, severe weather, fire or explosion, civil disorder, war (whether or not declared), or military operations, natural or local emergency, anything done by government or other competent authority or industrial disputes of any kind.
12.4 Notices given under the Agreement may be given by AVITAS to you online through the Service or in writing to the address as currently stated in your Subscription details.
12.5 This Agreement shall be governed by the laws of the Commonwealth of Virginia, USA, without regard to its choice of law provisions. The courts of general jurisdiction located within Arlington County, Virginia shall have exclusive jurisdiction over any and all disputes arising out of, relating to, or concerning these Terms, the Website, the Service, or the Content.
12.6 AVITAS assumes no responsibility or legal liability for any action taken, or not taken, by Subscribers or visitors to the Website. All subscribers and visitors recognise that AVITAS, as the publisher, shall bear no such responsibility or legal liability and agree that the information made available on avitas.com may not be accurate, should not be assumed to be accurate, and is not guaranteed in any way.
12.7 If any part of this Agreement is found to be unenforceable, the remainder shall continue in full force and effect. This Agreement represents the entire Agreement governing your use of the Website or the Service.
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