Terms Of Service

USER LICENSE AGREEMENT (EULA) & TERMS OF SERVICE

Concord Systems, Inc. (“Concord Systems") welcomes you to its online website (including all content and functionality available through the http://www.concord.io domain name, the "Site"), software downloads/SAAS and/or mobile applications (collectively, the “Software”). Concord Systems is delighted to provide You with access to the Site, related data, Concord Systems’ proprietary software, and content and related documentation and information through the Software in connection with certain services provided by Concord Systems (collectively the “Services”).

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THE SITE AND/OR SERVICES (AS DEFINED HEREIN).

BY VISITING, DOWNLOADING SOFTWARE, REGISTERING FOR AN ACCOUNT (AN “ACCOUNT”) ON THE SITE AND/OR Software, ACCESSING OR USING ANY PART OF THE SITE OR THE Software, YOU (THE TERMS “YOU”, “YOUR”, AND “YOURS” SHALL REFER TO ANY AND ALL USERS OF THE SITE AND/OR Software (THE “USER”)) EXPRESSLY AGREE TO AND CONSENT TO BE BOUND BY (A) THE TERMS AND CONDITIONS OF THIS TERMS OF SERVICE AGREEMENT (THE "AGREEMENT"), AND (B) CONCORD SYSTEMS' PRIVACY POLICY, WHICH CAN BE FOUND AT http://www.concord.io/privacy.html (THE “PRIVACY POLICY”). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT AND/OR THE PRIVACY POLICY, YOU DO NOT HAVE CONCORD SYSTEMS’ AUTHORIZATION TO USE ANY OF THE SERVICES AND YOU MAY NOT ACCESS OR USE ANY PORTION OF THE SITE OR Software. CONCORD SYSTEMS MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATION SHALL BE EFFECTIVE IMMEDIATELY UPON EITHER POSTING OF THE MODIFIED AGREEMENT OR NOTIFYING YOU. YOU AGREE TO REVIEW THIS AGREEMENT PERIODICALLY TO ENSURE THAT YOU ARE AWARE OF ANY MODIFICATIONS. YOUR CONTINUED ACCESS OR USE OF THE SITE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.

1. SERVICE TERMS AND LIMITATIONS.

1.1 Proprietary Rights. The entire contents displayed on the Site and Software (the “Content”) have copyrighted protection as a collective work under the laws of the United States and other copyright laws. Concord Systems is the sole exclusive owner of the Content. There may be collective work that is the property of other third parties and such collective work is also protected by copyright and other intellectual property laws. You are allowed to display and, subject to any expressly stated restrictions or limitations relating to specific material, download portions of the Content from the different areas of the Site only for non-commercial use, unless otherwise permitted. Any redistribution, retransmission or publication of any copyrighted material is strictly prohibited without the express written permission of the copyright owner. You may not change or delete any proprietary notices from materials downloaded from the Site or Software. You agree not to use any Concord Systems logo or any other proprietary graphic or trademark without Concord Systems' express written consent. As between the parties, title, ownership rights, and intellectual property rights in the Content, and any copies or portions thereof, shall remain in Concord Systems and/or its content providers. Third-party trademarks, service marks and logos contained in the Site are owned and licensed by their respective owners. Any and all rights not expressly granted herein are reserved.

1.2 Grant of Limited License. Your access to the Service is licensed and not sold. Subject to the terms of this Agreement and upon your registration for an Account, Concord Systems hereby grants you a revocable, non-exclusive, non-transferable account enabling you to access and use the Services, the Software and the Site. All the Content that is made available to view and/or download in connection with the Site and Software is owned by and is the copyrighted work of Concord Systems and/or its suppliers and is licensed, not sold. You do not have the right to lend, lease, rent or sublicense the Site, the Software and/or the Content.

1.3 Use of the Software.

(a) General. In addition to the terms set forth in this Agreement, Your use of the Software is subject to the following additional terms (the “Software Terms”): You understand and agree that (i) Your use of the Software is conditioned upon Your acceptance of these Software Terms, (ii) the Software contains copyrighted material, trade secrets, and other proprietary materials of Concord Systems and its licensors, and (iii) in order to protect those proprietary materials, except as expressly permitted by applicable law, neither You nor a third party acting on Your behalf will: (a) decompile, disassemble or reverse engineer the Software; (b) modify or create derivative works of the Software; (c) use the Software in any manner to provide service bureau, commercial time-sharing or other computer services to third parties; (d) transmit the Software or provide its functionality, in whole or in part, over the Internet or other network (except as expressly permitted above); (e) sell, distribute, rent, lease, sublicense or otherwise transfer the Software to a third party; or (f) use components of the Software to run applications not running on the Software.

(b) Software User Agreement. YOU HEREBY AGREE: (i) to only use the Software to access and/or use the Services; (ii) to not use any software or services in conjunction with the Service or authorized third-party software which modifies or reroutes, or attempts to modify or reroute, the Service; (iii) will not authorize any third party to access and/or use the Service on Your behalf using any automated process such as a BOT, a spider or periodic caching of information stored by the Service on Your behalf without a separate written agreement with Concord Systems; (iv) will not use any software or hardware that reduces the number of Users directly accessing or using the Service (sometimes called 'multiplexing' or 'pooling' software or hardware); (v) will not lend, lease, rent or sublicense the Software; (vi) to permit Concord Systems to send and deliver updates to You as part of Your use of the Software; and (vii) to allow the Software to automatically download and install updates from time to time from Concord Systems which are designed to improve, enhance and further develop the Software and may take the form of bug fixes, enhanced functions, new software modules and completely new versions.

1.4 User Agreement. In order to access the Service, you may be required to register for a Concord Systems account (an “Account”). You may register for an Account by allowing us to access your name and other profile information through existing accounts you may have. You agree to: (a) provide true, accurate, current and complete information about yourself when registering for an Account, including any credit card information (your “Credit Card”) as applicable; (b) maintain and promptly update your Account to keep it true, accurate, current and complete; (c) review the fees (accessible at http://www.concord.io/fees)(the “Fees”) to be charged for Your use of the Services; and (d) authorize Concord Systems and its affiliates to charge your Credit Card for any and all Fees incurred by You for Your use of the Services. If you provide any information that is untrue, inaccurate, not current or incomplete, or Concord Systems has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Concord Systems has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof).

1.5 User Representations. You represent and warrant to Concord Systems that you will (a) maintain the security of your user identification, password and other confidential information relating to your Account; (b) maintain the security, confidentiality and integrity of all messages and the content that you receive, transmit through or store on the Service; (c) maintain all charges resulting from the use of your Account, including but not limited to, unauthorized use of your Account prior to you notifying Concord Systems in writing of such use and taking steps to prevent its further occurrence by changing your password; (d) comply with the Terms set forth herein; and (e) comply with all applicable U.S. and international laws, statutes, ordinances, rules, regulations, contracts and applicable licenses regarding your use of the Services or Site.

You further represent and warrant that (i) you are over the age of thirteen (13) and have the power, authority or consent to enter into and perform your obligations under the Agreement; (ii) all information provided by you to Concord Systems, including Credit Card information, is truthful, accurate and complete; (iii) you are authorized, or have the permission of the authorized signatory of the Credit Card or charge card provided to Concord Systems, to pay any Fees incurred from use of the Services; (iv) you shall comply with all terms and conditions of this Agreement; (v) you have provided and will provide accurate and complete registration information, including, without limitation, your legal name, address and telephone number; and (vi) each time you upload Submitted Content (as defined herein) on the Site or through the Service, you own or otherwise control the rights or have the necessary consents to upload or post such Submitted Content and to enable inclusion and use of the Submitted Content in the manner contemplated by the Site.

1.6 User’s Restrictions. You are not permitted, directly or indirectly, to (i) engage in any acts inconsistent with the principles of copyright protection and fair use, as codified in 17 U.S.C. Sections 106-110, without obtaining the express written consent of Concord Systems and/or the copyright owner; or (ii) distribute, display (except for the purposes set forth in Section 2), rent, lease, transfer or otherwise transfer rights to, or in any way exploit, the Content or any Submitted Content, in whole or in part; or (iii) remove any proprietary notices or labels on the Content or any Submitted Content.

2. ONLINE COMMUNICATIONS.

2.1 Submitted Content. You are solely responsible for the information, and other content that you upload, publish or display (hereinafter, "post") on the Site or the Software (collectively, the “Submitted Content”). You understand the Site and Software is available to the public. Therefore any information you consider confidential should not be posted to the Site or Software. By posting Submitted Content, you agree that Concord Systems may reveal your identity and whatever information we know about you to any law enforcement agent or official in the event of legal action arising from any Submitted Content posting by you. Your participation in on-line communications, if any and if allowed by Concord Systems, occurs in real time and is not edited, censored, or otherwise controlled by Concord Systems. Concord Systems cannot and does not screen content provided by you to the Site, the Software or through the Services. Notwithstanding the foregoing, Concord Systems reserves the right to monitor content on the Site and to remove content, which Concord Systems, in its sole discretion, determines to be harmful, offensive, or otherwise in violation of this Agreement or Concord Systems' operating policies for Users.

2.2 User Warranties and Representations. You warrant, represent and agree that you will not contribute any Submitted Content or otherwise use the Site or Software in a manner that (i) infringes the intellectual property rights or proprietary rights, or rights of publicity or privacy, of any third party; (ii) violates any law, statute, ordinance or regulation; (iii) you should know is harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, fraudulent, deceptive, or misleading or otherwise objectionable; (iv) adversely affects or reflects negatively on Concord Systems’ goodwill, name or reputation or causes duress, distress or discomfort to Concord Systems or anyone else, or discourages any person, firm or enterprise from using all or any portion, feature, or function of the Site or Software, or from advertising, liking or becoming a supplier to use in connection with the Site or Software; (v) send or result in the transmission or junk e-mail, chain letters, duplicative or unsolicited messages, or so-called “spamming”; (vi) transmit, distribute or upload programs or material that contain malicious code, such as viruses, timebombs, cancelbots, worms, trojan horse, spyware, or other potentially harmful programs or other material or information; (vii) falsely report to an employee or agent of Concord Systems; (viii) circumvent, disable or otherwise interfere with security-related features of the Site, the Software or its features that prevent or restrict use or copying of any content; (ix) intercept or attempt to intercept email or other private communications not intended for you; and/or (x) causes the Site to be used for commercial or business purposes, including, without limitation, advertising, marketing, or offering goods or services, whether or not for financial or any other form of compensation or through linking with any other Site or web pages. You further warrant, represent and agree that you will not (x) post or transmit any message, data, image or program which is indecent, obscene or pornographic; (y) use the Site to threaten, harass, stalk, abuse, or otherwise violate the legal rights (including rights of privacy and publicity) of others; and (z) delete any author attributions, legal notices or proprietary designations or labels in a file that you upload to the Site or Software. While it is not the intent of Concord Systems to discourage you from reporting problems about the Services, nonetheless, Concord Systems reserves the right to take such action as it deems appropriate and/or to remove any content from the Site at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such content or if Concord Systems is concerned that you may have breached the immediately preceding sentence), or for no reason at all.

2.3 License Grant. By posting any Submitted Content on publicly accessible locations on the Site or the Software, you automatically grant (or warrant that the owner of such content has expressly granted) to Concord Systems a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide license to use, copy, sublicense, reproduce, distribute, redistribute, modify, adapt, publish, edit, translate, transmit, create derivative works of, publish and/or broadcast, publicly perform or display any materials or other information (including without limitation, ideas contained therein for new or improved products or services) you submit to public areas of the Site, alone or as part of other works in any form, media, or technology whether by any means and in any media now known or hereafter developed and to sublicense such rights through multiple tiers of sublicenses. You further acknowledge and agree that your name, likeness, and/or FB Website Profile may be associated your Submitted Content and you hereby grant us a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide license to use your name, likeness, and/or FB Website Profile in association with your Submitted Content. You agree that you shall have no recourse against Concord Systems for any alleged or actual infringement or misappropriation of any proprietary right in your communication to us. You hereby agree to also grant each User a non-exclusive license to access your Submitted Content through the Site and/or the Software, and to use, reproduce, distribute, display and perform such Submitted Content as permitted through the functionality of the Site, the Software and under this Agreement. You further acknowledge and agree that no compensation will be paid with respect to the use of your comments, as provided herein, that Concord Systems may remove any comment at any time in its sole discretion. Further, when you post any Submitted Content on the Site and/or the Software, you authorize and direct Concord Systems to make such copies thereof as Concord Systems deems necessary in order to facilitate the posting and storage of such content on the Site. You may remove any Submitted Content you post from the Site and Software at any time. If you choose to remove your Submitted Content, the license granted above will automatically expire, however you acknowledge that Concord Systems may retain archived copies of the Submitted Content.

3. OPERATION. Concord Systems reserves complete and sole discretion with respect to the operation of the Site and the Software. Concord Systems may, among other things: (a) delete email or private messages if it has not been accessed by a User within the time established by Concord Systems policies; (b) subject to Section 1, make available to third parties information relating to the Users; and (c) withdraw, suspend or discontinue any functionality or feature of the Site and/or the Software. Concord Systems may, in its complete and sole discretion, review uploaded files, conferences, forums, and chats and authorize restrictions on access thereto. Concord Systems will not review the contents of email or private messages except as required or allowed by applicable law or legal process.

4. CONTENT AND GENERAL DISCLAIMERS

4.1 General Disclaimer. THE SITE AND THE SOFTWARE ARE PROVIDED BY CONCORD SYSTEMS ON AN "AS IS" BASIS. CONCORD SYSTEMS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE, THE SOFTWARE OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE SITE OR THE SOFTWARE. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, CONCORD SYSTEMS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND WARRANTIES THAT ACCESS TO OR USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THESE TERMS. CONCORD SYSTEMS CANNOT AND DOES NOT WARRANT AGAINST HUMAN AND MACHINE ERRORS, OMISSIONS, DELAYS, INTERRUPTIONS OR LOSSES, INCLUDING LOSS OF DATA. CONCORD SYSTEMS CANNOT AND DOES NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE SITE OR THE SOFTWARE WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. CONCORD SYSTEMS DOES NOT WARRANT OR GUARANTEE THAT THE FUNCTIONS OR SERVICE ACCESSED THROUGH THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SITE OR SOFTWARE WILL BE CORRECTED. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THESE TERMS. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE. CONCORD SYSTEMS MAY CHANGE THE SERVICE OR THE FEATURES IN ANY WAY, AND AT ANY TIME AND FOR ANY REASON. ALTHOUGH CONCORD SYSTEMS HAS ATTEMPTED TO PROVIDE ACCURATE INFORMATION ON THE SITE AND SOFTWARE, CONCORD SYSTEMS ASSUMES NO RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS OF THE INFORMATION.

4.2 Informational Purposes Only. Any opinions expressed on the Site or the Software are the personal opinions of the original author and not of Concord Systems, even though the original author may be employed by Concord Systems. The Content is provided for informational and entertainment purposes only and is not an endorsement or representation by Concord Systems or any other party. Concord Systems does not assume any responsibility or liability for any Submitted Content, blogs, opinions or other commentary posted on the Site, the Software or any third party website linked to the Site or Software and makes no express or implied warranty or guarantee about the accuracy, copyright compliance, legality, or any other aspect of the Content.

4.3 Disclaimer of Third Party Information. You understand that when using the Site and/or the Software, you may be exposed to Submitted Content and third party content from a variety of sources, and that Concord Systems is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Submitted Content or third party content. You further understand and acknowledge that you may be exposed to Submitted Content and third party content that may be offensive, indecent, inaccurate, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Concord Systems with respect thereto. You acknowledge that statements made in Site, the Software. newsgroups, message boards, email, forums, conferences, chats and/or Submitted Content reflect only the views of their authors. Forum managers, forum hosts, content providers, or merchants appearing on the Site and the Software, if applicable, are not authorized Concord Systems spokespersons, and their views do not necessarily reflect those of Concord Systems, and Concord Systems does not endorse any Submitted Content or any opinion, recommendation, or advice expressed therein.

4.4 Links to Third Party Sites. The Site and/or Software may contain links to third party websites. You agree that access to any other Internet Site linked to the Site is done at your own risk and Concord Systems is not responsible for the accuracy, availability or reliability of any information, goods, data, opinions, advice or statements made available on these other websites. You understand these links may lead unintentionally to websites containing information that you or others may find inappropriate or offensive. These links are not under the control of Concord Systems and as such, you agree that Concord Systems is not liable for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such third party websites. These links are provided by Concord Systems merely for convenience and the inclusion of these links does not imply an endorsement or recommendation by Concord Systems. You agree that Concord Systems is not responsible for any form of transmission received from any link, nor is Concord Systems responsible if any of these links are not working appropriately. It is your responsibility when viewing to abide by any privacy statements and terms of use posted in connection with these links.

5. INDEMNIFICATION. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS CONCORD SYSTEMS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS AND SUPPLIERS FROM AND AGAINST ALL LOSSES, EXPENSES, DAMAGES AND COSTS, INCLUDING REASONABLE ATTORNEY'S FEES, RESULTING FROM ANY VIOLATION OF THIS AGREEMENT, BREACH OF YOUR REPRESENTATIONS CONTAINED HEREIN, OR ANY ACTIVITY RELATED TO YOUR ACCOUNT (INCLUDING INFRINGEMENT OF THIRD PARTIES' WORLDWIDE INTELLECTUAL PROPERTY RIGHTS OR NEGLIGENT OR WRONGFUL CONDUCT) BY YOU OR ANY OTHER PERSON ACCESSING THE SITE OR THE SOFTWARE USING YOUR THE ACCOUNT.

6. WAIVER AND RELEASE. YOU AGREE THAT NEITHER CONCORD SYSTEMS NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS SHALL HAVE ANY LIABILITY TO YOU UNDER ANY THEORY OF LIABILITY OR INDEMNITY IN CONNECTION WITH YOUR USE OF THE SITE, THE SOFTWARE, THE SERVICE, OR THE CONTENT. YOU SPECIFICALLY ACKNOWLEDGE THAT CONCORD SYSTEMS SHALL NOT BE LIABLE FOR SUBMITTED CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. YOU HEREBY RELEASE AND FOREVER WAIVE ANY AND ALL CLAIMS YOU MAY HAVE AGAINST CONCORD SYSTEMS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS (INCLUDING BUT NOT LIMITED TO CLAIMS BASED UPON THE NEGLIGENCE OF CONCORD SYSTEMS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS) FOR LOSSES OR DAMAGES YOU SUSTAIN IN CONNECTION WITH YOUR USE OF THE SITE, THE SOFTWARE, THE SERVICE, OR THE CONTENT.

7. LIABILITY LIMITATION. NOTWITHSTANDING THE FOREGOING PARAGRAPH CONCORD SYSTEMS WILL NOT BE LIABLE UNDER ANY THEORY OF LAW, FOR ANY INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION OR DATA OR COSTS OF REPLACEMENT GOODS, ARISING OUT OF THE USE OR INABILITY TO USE THE SITE, THE SOFTWARE OR RESULTING FROM USE OF OR RELIANCE ON THE INFORMATION PRESENTED, EVEN IF CONCORD SYSTEMS MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE SITE AND THE APP ARE CONTROLLED AND OFFERED BY CONCORD SYSTEMS FROM ITS FACILITIES IN THE UNITED STATES OF AMERICA. CONCORD SYSTEMS MAKES NO REPRESENTATIONS THAT THE SITE IS APPROPRIATE OR AVAILABLE FOR USE IN OTHER LOCATIONS. THOSE WHO ACCESS OR USE THE SITE OR SOFTWARE FROM OTHER JURISDICTIONS DO SO AT THEIR OWN VOLITION AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAW.

8. COPYRIGHT OR INTELLECTUAL PROPERTY INFRINGEMENT NOTIFICATION. Concord Systems respects the intellectual property rights of others. You can notify Concord Systems of possible copyright infringement, and Concord Systems will review all claims of copyright infringement received and remove content deemed to have been posted or distributed in violation of any such laws. To make a claim, please provide the following:

(a) A physical or an electronic signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest that is allegedly infringed; (b) A description of the copyrighted work or other intellectual property that you claim has been infringed; (c) A description of where the material that you claim is infringing is located on the Site reasonably sufficient to permit Concord Systems to locate the material; (d) Your contact information, including your address, telephone number, and email; (e) A statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) A statement by you that the above information in your notice is accurate and that you, made under penalty of perjury, are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf. Contact the agent designated to receive and act on copyright violations under the Digital Millennium Copyright Act ("DMCA"). Claims can be directed to us at contact@concord.io or to Concord Systems, Inc., 335 Madison Ave. FL 3. New York, NY.

9. TERM AND TERMINATION. Either you or Concord Systems may terminate this Agreement at any time and for any reason. In addition, this Agreement will terminate immediately, without notice, if you fail to comply with the terms of this Agreement. Concord Systems also reserves the right to terminate or suspend your Account and access to the Site and Services without prior notice. The provisions of Sections 1.1 (Proprietary Rights), 1.3 (Use of the Software), 1.4 (User Agreement), 1.5 (User Representations), 2 (Online Communications), 4 (Content and General Disclaimers), 5 (Indemnification), 6 (Waiver and Release), 7 (Limitation of Liabilities), 9 (Term and Termination), and 11 (Miscellaneous) shall survive any termination of this Agreement.

10. PRIVACY RIGHTS. Concord Systems is firmly committed to protecting your privacy, the privacy of Users, and the information that Concord Systems gathers. In registering for the Services, you represent and agree that you will not use the Services to track or collect personally identifiable information of Users. For Concord Systems’ complete policy on privacy, please visit and review Concord Systems’ Privacy Policy at http://www.concord.io/privacy.html.

11. MISCELLANEOUS. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware. You agree that any legal action or proceeding between Concord Systems and you for any purpose concerning this Agreement or the parties' obligations hereunder shall be brought exclusively in a court of competent jurisdiction sitting in New York City, New York, United States. Any cause of action or claim you may have with respect to Concord Systems must be commenced within one (1) year after the claim or cause of action arises. Concord Systems failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. No waiver of any term, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision or condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver. This Agreement constitutes the complete and exclusive statement of the agreement between the parties with respect to the Service and supersedes any and all prior or contemporaneous communications, representations, statements and understandings, whether oral or written, between the parties concerning the Service. If any action in law or in equity is necessary to enforce the terms of this Agreement, the prevailing party will be entitled to reasonable fees of attorneys, accountants, and other professionals, and costs and expenses in addition to any other relief to which such prevailing party may be entitled. The provisions of this Agreement are severable, and in the event any provision hereof is determined to be invalid or unenforceable, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions hereof. No provisions of this Agreement are intended, nor will be interpreted, to provide or create any third party beneficiary rights or any other rights of any kind in any Nonprofit User, client, customer, affiliate, or any party hereto or any other person unless specifically provided otherwise herein, and except as so provided, all provisions hereof will be personal solely between the parties to this Agreement; except that Sections 5, 6, and 7 are intended to benefit Concord Systems and its officers, directors, employees, agents, licensors, and suppliers. Concord Systems may assign its rights and duties under this Agreement to any party at any time without notice to you.

12. NOTICE. Concord Systems may deliver notice to you under this Agreement by means of electronic mail, a general notice on the Site or the Software, or by written communication delivered by first class U.S. mail to your address on record in the Account. You may give notice to Concord Systems at any time via electronic mail to the Site at the following address:

ATTN: Member Services contact@concord.io