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<br />File: VS Terms of Service 04DEC2020-V01 ©RecTrac, LLC All rights reserved.
<br /> Last Revision: 9/29/2021
<br />through live channels like phone and chat. We may
<br />charge Support Fees monthly, quarterly or
<br />annually, as more specifically described in the
<br />Order Schedule.
<br />"Renewal Term" means the period which
<br />immediately follows the expiration of the Initial
<br />Term, as described in the Services Agreement.
<br />"Team" includes VS's employees, officers,
<br />directors, owners, attorneys, affiliates or
<br />representatives.
<br />"Term" means the term for Services and includes
<br />both the Initial Term and any Renewal Terms, as
<br />applicable.
<br />"VS" means RecTrac, LLC d/b/a Vermont Systems
<br />and its subsidiaries, successors and assigns. VS's
<br />business address is 12 Market Place, Essex
<br />Junction, VT 05452. VS may also be referred to in
<br />the Agreement as "Licensor," "we," "our," or "us."
<br />2. ACCEPTANCE. You accept the terms of the
<br />Agreement when you (a) click-sign your acceptance
<br />to an online version of the Services Agreement; (b)
<br />sign a hardcopy of the Services Agreement; and/or
<br />(c) access the Services or otherwise accept the
<br />benefits of Services. You expressly acknowledge
<br />that the person accepting the Agreement on your
<br />behalf has the proper legal authority to bind you as
<br />the Customer.
<br />3. GRANT OF RIGHTS.
<br />3.1 Grant of Rights by VS. Upon the Effective Date,
<br />and subject to your timely payment of Fees and
<br />remaining in compliance with the Agreement, we
<br />grant to you a limited term, worldwide, non-
<br />exclusive, non-transferrable, non-assignable license
<br />to access and use our Services, including the
<br />Software, during the Term solely for the lawful
<br />operation of your business. The licensed rights
<br />described herein shall be limited to End Users
<br />authorized by you to access and use the Software,
<br />and your Patrons who have a legitimate right to
<br />access and use your products and/or services. The
<br />licensed rights conferred herein do not constitute a
<br />sale and do not convey to you or any third party
<br />any right of ownership in or to our Services,
<br />including the Software, or any of our Intellectual
<br />Property Rights. Upon termination of the
<br />Agreement for any reason, any rights granted by us
<br />to you will automatically and without notice
<br />terminate. The method and means of providing the
<br />Services shall be under our exclusive control,
<br />management and supervision, although we will try
<br />to give your specific requests due consideration.
<br />Any rights not specifically granted under the
<br />Agreement are expressly reserved.
<br />3.2 Grant of Rights by Customer. Upon the
<br />Effective Date, and subject to our remaining in
<br />compliance with the Agreement, you grant to us a
<br />limited term, worldwide, non-exclusive license to
<br />access and use your Customer Data (including any
<br />Patron Data, as applicable) to deliver, monitor and
<br />maintain the Services in accordance with the
<br />Agreement. Any rights not specifically granted
<br />under the Agreement are expressly reserved.
<br />3.3 Excess Use. We will provide you with the
<br />number of authorized End User licenses as set
<br />forth in the Order Schedule to access and use the
<br />Software. You shall have access to functionalities in
<br />the Software that can generate reports indicating
<br />the number of authorized End Users accessing the
<br />Software at any given time. In the event that the
<br />number of concurrent End Users exceeds the
<br />number of allocated licenses described in the
<br />Order Schedule ("Excess Use"), we will notify you
<br />by email about such Excess Use and, if you do not
<br />reduce the Excess Use within 30 days of such
<br />notice, you will be required to pay for any Excess
<br />Use with additional licenses, which shall be
<br />described in a new invoice and which will
<br />automatically update the Order Schedule.
<br />3.4 Prohibited Use. You shall not use our Services
<br />in violation of the law, whether local, state or
<br />federal (including but not limited to the CAN-SPAM
<br />Act, the Telephone Consumer Protection Act, the
<br />Do-Not-Call Implementation Act, the Americans
<br />with Disabilities Act, or any consumer protection
<br />statute); to intentionally bypass a security
<br />mechanism in the System(s); to reverse-engineer
<br />DocuSign Envelope ID: E67DC299-98E1-4682-B281-3085AC9FC5B4DocuSign Envelope ID: D8616E66-A1E5-427C-BF38-08F85D32580F
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