The websites (www.TheOpenEyes.com and www.NavkarTechnologies.com) and any mobile application (collectively, this "Sites") are owned by OpenEyes Technologies, Inc. ("We", "Us" or "OpenEyes Technologies"). We are providing you with access to the Sites and for our customers and their users, our Platforms, which include the Open Eyes Technologies Assessment Platform, Learning Management System, Human Resources Platform, Artificial Intelligent Driven Item Generator (AdIG), and VoiceOver systems, the OpenEyes Technologies software as provided at the Sites, and extensions, software or add-ons provided by us for use with a platform (collectively the “Platforms”) and any other products, services, mobile applications and websites offered by Us (together, our "Services") subject to the following terms and conditions. By browsing, accessing, using, or registering on these Sites or otherwise using our Services, you are agreeing to all of the following terms and conditions, including any policies referred to herein (collectively, these "Terms"). So, please read these Terms carefully. We reserve the right to change the Sites, Services, and these Terms at any time. If you are unwilling to be bound by these Terms, you should not browse, access, or use the Sites.
You represent and warrant that you are at least 13 years old or visiting the Sites and Services under the supervision of a parent or guardian or at the direction of your school.
Please note the arbitration provision set forth below, which may, except where and to the extent prohibited by law, require you to arbitrate any claims you may have against Us on an individual basis. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY.
Use of These Sites
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make use of the Sites for your personal, non-commercial use. This license grant does not include: (a) any resale or commercial use of the Sites or content therein; (b) the collection and use of any product listings or descriptions; (c) making derivative uses of the Sites and its contents; or (d) use of any data mining, robots, or similar data gathering and extraction methods on the Sites. You may not use, frame, or utilize framing techniques to enclose any of Our trademark, logo, content, or other proprietary information (including the images found at the Sites, the content of any text or the layout or design of any page or form contained on a page) without Our express written consent. Further, you may not use any meta tags or any other "hidden text" utilizing Our name, trademark, or product name without Our express written consent. Any breach of these Terms will result in the immediate revocation of the license granted in this paragraph without notice to you. You are granted a limited, revocable, and nonexclusive right to create a hyperlink to the homepage of the Sites so long as the link does not portray Us or Our products or services in a false, misleading, derogatory, or otherwise offensive matter. This limited right may be revoked at any time. You may not use any of Our logos or other proprietary graphics or trademarks as part of the link without express written permission.
Intellectual Property Rights
In order to access some features of the Sites or a Service, you may be required to register, and We may assign to you, or you may be required to select, a password and user name or account identification. If you register, you agree to provide Us with accurate and complete registration information, and to inform Us immediately of any updates or other changes to such information. You are solely responsible for protecting the security and confidentiality of the password and identification assigned to you. You shall immediately notify Us of any unauthorized use of your password or identification or any other breach or threatened breach of this Site's security. Each time you use a password or identification, you will be deemed to be authorized to access and use the Sites in a manner consistent with these Terms, and We have no duty to investigate the authorization or source of any such access or use of these Sites. YOU WILL BE SOLELY RESPONSIBLE FOR ALL ACCESS TO AND USE OF THESE SITES BY ANYONE USING THE PASSWORD AND IDENTIFICATION ORIGINALLY SELECTED BY, OR ASSIGNED TO, YOU WHETHER OR NOT SUCH ACCESS TO AND USE OF THESE SITES IS ACTUALLY AUTHORIZED BY YOU, INCLUDING WITHOUT LIMITATION, ALL COMMUNICATIONS AND TRANSMISSIONS AND ALL OBLIGATIONS (INCLUDING WITHOUT LIMITATION FINANCIAL OBLIGATIONS) INCURRED THROUGH SUCH ACCESS OR USE.
When you use these Sites, or send emails to Us, you are communicating with Us electronically. You consent to receive communications from Us electronically. We will communicate with you by e-mail or by posting notices on these Sites or through our other services. You agree that all agreements, notices, disclosures, and other communication that We provide to you electronically satisfy any legal requirements that such communications be in writing.
These Sites and Services may include features and functionality ("Interactive Features") that allows users to create, post, transmit or store any content, such as text, music, sound, photos, video, graphics, or code on the Sites ("User Content"). User Content is publicly viewable and may include your profile information and any content you post pursuant to your profile, but it does not include your account information or information you submit in order to make a purchase. You agree that you are solely responsible for your User Content and for your use of Interactive Features, and that your use is at your own risk. By using any Interactive Features, you agree not to post, upload to, transmit, distribute, store, create or otherwise publish or send through the Sites any of the following:
- User Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, abusive, inflammatory, fraudulent, or otherwise objectionable;
- User Content that would constitute, encourage, or provide instructions for a criminal offense, violate the rights of any party or that would otherwise create liability or violate any local, state, national or international law;
- User Content that displays, describes, or encourages usage of any product We sell in a manner that could be offensive, inappropriate, or harmful to Us or any user or consumer;
- User Content that may impinge upon or violate the publicity, privacy, or data protection rights of others, including pictures, videos, images or information about another individual where you have not obtained such individual's consent;
- User Content that makes false or misleading statements, claims or depictions about a person, company, product, or service;
- User Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
- User Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity; and
- Viruses, malware of any kind, corrupted data or other harmful, disruptive, or destructive files or code.
Rights in User Content
Except as otherwise provided in these Terms, on these Sites or in a separate agreement with Us, We claim no ownership or control over any User Content. OpenEyes may use User Content to generate assessments or items, facilitate services for Customers but will not store the content. We require the User Content to generate assessments or items and will only use it for that purpose. Customers may utilize our platforms and the Customer acknowledges that they may have different user content clauses for their individual users and agrees to ensure that the use of the Service complies with such clauses.
By posting User Content to these Sites, you represent and warrant that (a) such User Content is non-confidential; (b) you own and control all of the rights, title and interest in and to the User Content or you otherwise have all necessary rights to post and use such User Content to these Sites and to grant to Us the rights that you grant in these Terms; (c) the User Content is accurate and not misleading or harmful in any manner; and (d) the User Content, and your use and posting thereof in connection with these Sites, do not and will not violate these Terms or any other of Our applicable terms, guidelines or policies or any applicable law, rule or regulation.
Separate and apart from User Content, you may have the ability to submit questions, comments suggestions, reviews, ideas, plans, designs, notes, proposals, drawings, original or creative materials and other information regarding these Sites, Us and our products or services (collectively “Feedback”). You agree that Feedback is non-confidential and shall become Our sole property. We shall own exclusive rights, including all intellectual property rights, in and to such Feedback and shall be entitled to the unrestricted use and dissemination of the Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Sites and Services Use Restrictions
You agree you shall not (and you agree not to allow any other individual or entity using your password and identification to):
- Download, modify, reproduce, adapt, translate, reverse engineer, create derivative works based upon, publicly display, sell, rent, license, or in any way commercially exploit any portion of these Sites, except and to the extent expressly permitted under these Terms;
- Remove any copyright, trademark or other proprietary rights notice contained in or on the Sites;
- Use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of these Sites;
- Collect any information about other users (including usernames and/or email addresses) for any purpose other than to solicit and/or share reviews with other users;
- Reformat or frame any portion of any Web pages that are part of these Sites;
- Create user accounts by automated means or under false or fraudulent pretenses;
- Create or transmit to other users unsolicited electronic communications, such as "spam," or otherwise interfere with other users' enjoyment of the Sites;
- Submit to these Sites any content that falsely states or implies that such content is sponsored or endorsed by us;
- Transmit or upload to these Sites any item containing or embodying any virus, worm, defect, malware, Trojan horse, software bomb or other feature designed to damage or degrade in any manner the performance of these Sites, any other Web site, or any computer or other device or system, or the enjoyment of these Sites by any user;
- Use these Sites to violate the security of or gain unauthorized access to any computer or computer network or other device or system (including unauthorized attempts to discover passwords or security encryption codes);
- Submit to these Sites any content that is unlawful or facilitates, constitutes, promotes, or encourages illegal activity; or otherwise use the Sites to transfer or store illegal material, including any material deemed threatening or obscene;
- Copy or store any User Content offered on these Sites other than for your personal, non-commercial use;
- Take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large data or traffic load on these Sites or the IT infrastructure used to operate and make these Sites available; or
- Use these Sites and/ or any User Content, intentionally or unintentionally, to violate any applicable local, state, federal or international law.
We have no obligation to monitor any user conduct on these Sites, and We reserve the right and have discretion to monitor any user conduct on these Sites at any time and for any reason without notice.
As between you and Us, these Sites, including all photographs, images, text, graphics, icons, audio clips, software, source code and other aspects thereof (excluding User Content), all improvements or modifications thereof, all derivative works based thereon, and the collection, arrangement, and assembly of these Sites (collectively, the “Site Content”), including all copyrights, trademarks, and other intellectual property or proprietary rights in the foregoing, are owned by Us or our licensors and protected by applicable copyright laws. The use of any of Our trademarks or service marks without our express written consent is strictly prohibited. You may not use our trademarks or service marks in connection with any product or service in any way that is likely to cause confusion. You may not use our trademarks or service marks in any manner that disparages or discredits us. You may not use any of our trademarks or service marks in meta tags without prior explicit consent. Nothing in these Terms shall be deemed to grant to you or any other user any license or right in or to any of Our patents, copyrights, trademarks, trade secrets or other proprietary rights.
The Sites may contain links to other sites, including those of third parties or business partners. By accessing other third-party websites or applications through our Sites, you are consenting to the terms and privacy policies of those websites. We are not responsible for the content of these sites, any products or services that may be offered through these sites, or any other use of these sites. We accept no liability for any statements, information, products, or services that are published on or are accessible through any websites owned or operated by third parties.
You may terminate the Terms at any time by closing your account, discontinuing your use of the Site(s), and providing Us with a notice of termination. We reserve the right, without notice and in our sole discretion, to terminate your right to use these Sites, or any portion of these Sites, and to block or prevent your future access to and use of these Sites or any portion of these Sites.
LIMITATION OF LIABILITY
In no event shall OpenEyes Technologies, its partners, agents or licensors, or any third parties mentioned on the Sites be liable for any damages (including, without limitation, incidental, consequential or other indirect damages, personal injury/wrongful death, lost profits, or damages resulting from lost data or business interruption) resulting from the use or inability to use the Sites, the Content or any communications of the Sites, whether based on warranty, contract, tort, or any other legal theory, and whether or not OpenEyes Technologies is advised of the possibility of such damages. We are not liable for any personal injury, including death, caused by your use or misuse of the Sites or Content.
In addition, when using the Sites, information will be transmitted over a medium which is beyond the control and jurisdiction of Us, our partners, or any other third party mentioned on the Sites. Accordingly, we assume no liability for or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Sites.
YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY OTHER DISPUTE WITH US IS TO DISCONTINUE YOUR USE OF THE SITES OR ANY SERVICE OFFERED BY US. IN NO EVENT SHALL OUR LIABILITY, OR THE LIABILITY OF OUR AFFILIATES AND SUBSIDIARIES FOR ANY AND ALL CLAIMS RELATING TO THE USE OF THE SITES EXCEED THE TOTAL AMOUNT OF FEES THAT YOU PAID US DURING A ONE-YEAR PERIOD FOR THE SPECIFIC SERVICE AT ISSUE.
NOTE THAT THIS SECTION DOES NOT APPLY TO NEW JERSEY RESIDENTS. ALSO, SOME OTHER JURISDICTIONS DO NOT ALLOW FOR LIMITATIONS OF LIABILITY OR WARRANTY SO THESE MAY NOT APPLY TO YOU.
To the fullest extent permitted by applicable law, you agree to defend, indemnify and hold harmless Us and our subsidiaries and affiliates, and our respective officers, directors, agents, partners, employees, independent contractors, service providers and consultants ("Our Related Parties"), from and against any claims, damages, costs, liabilities and expenses (collectively, "Claims") arising out of or related to (a) your access to and use or misuse of these ss; (b) any User Content you post, upload, use, distribute, store or otherwise transmit on or through these Sites; (c) any Feedback that you provide; (d) your violation of these Terms; and (e) your violation of any rights of another. You agree to promptly notify Us of any third-party Claims, cooperate with Us in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including but not limited to attorneys' fees). You further agree that the We shall have the right to control of the defense or settlement of any third-party Claims.
Except as expressly provided, these Sites, including all Site Content, and services provided on or in connection with these Sites are provided on an "AS IS" and "WITH ALL FAULTS" basis without representations, warranties, or conditions of any kind, either express or implied. WE DISCLAIM ALL OTHER REPRESENTATIONS, WARRANTIES, CONDITIONS AND DUTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES, DUTIES OR CONDITIONS: (A) OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, RESULTS, TITLE, AND NON-INFRINGEMENT; AND (B) CREATED BY TRADE USAGE, COURSE OF DEALING OR COURSE OF PERFORMANCE.
We do not represent or warrant that these Site are accurate, complete, reliable, current, or error-free. We do not represent or warrant that these Sites or our servers are free of viruses or other harmful components.
International Use of Services
The Sites and Services are created, operated, and controlled by Us from the United States. We make no claims that the Sites and Services are appropriate for use outside of the United States. You may not use the Sites, Services, or any component of the Services in violation of United States or foreign export laws and regulations. Access to the Sites and Services may not be legal in certain countries outside the United States. If you use the Sites or Services from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
Both you and OpenEyes Technologies agree that this dispute resolution procedure is a condition precedent that must be satisfied before initiating any litigation or filing any claim against the other party. IF ANY DISPUTE CANNOT BE RESOLVED BY THE ABOVE DISPUTE RESOLUTION PROCEDURE, YOU AGREE THAT THE SOLE AND EXCLUSIVE JURISDICTION FOR SUCH DISPUTE WILL BE DECIDED BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY. Other rights that you and we would have in court will not be available or will be more limited in arbitration, including discovery and appeal rights. Any arbitration arising out of or related to these Terms shall be conducted in accordance with the expedited procedures set forth in the JAMS Comprehensive Arbitration Rules and Procedures as those Rules exist on the effective date of these Terms, including Rules 16.1 and 16.2 of those Rules.
The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute arising under or relating to the interpretation, applicability, enforceability, or formation of these Terms, including any claim that all or any part of these Terms are void or voidable, with the exception of disputes related to or involving OpenEyes Technologies’ intellectual property.
These Terms and your use of the Sites are governed by and construed in accordance with the laws of Washington D.C., without regard to its conflict of law principles. The parties acknowledge that these Terms evidence a transaction involving interstate commerce. Notwithstanding the provision in the preceding sentence with respect to applicable substantive law, any arbitration conducted pursuant to the terms of these Terms shall be governed by the Federal Arbitration Act (9 U.S.C., Secs. 1-16).
Choice of Forum
Modifications to the Sites
We reserve the right to modify or discontinue, temporarily or permanently, these Sites or any features or portions thereof without prior notice.
There may be information on the Sites that contain typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Sites at any time, without prior notice.
No Third-Party Beneficiaries
These Terms are for the benefit of, and will be enforceable by, the parties only. These Terms are not intended to confer any right or benefit on any third party or to create any obligations or liability of a party to any such third party.
Please contact Us if you have any questions:
OpenEyes Technologies, Inc.
1629 K St NW #300
Washington D.C. 20006