Terms of Service
Updated May 15, 2018 - contact Omny IQ for any questions
Welcome to Omny IQ!
These Terms and Conditions of Service (the "Terms of Service" and/or “Terms”) contain the legal terms and conditions that apply to your use of and access to the Omny IQ (“Omny IQ”, “we”, “our” or “us”) services located at https://xxxxxxxx.omnyiq.com or www.omnyiq.com, and all associated Sites linked to this Site by Omny IQ®, its partners, subsidiaries and affiliates, including Omny IQ services around the world and our APIs, Agents, software, documentation, forums and content (collectively, the "Services"). The Services are the property of Omny IQ, Inc. (referred to as "Omny IQ Properties"). Please review these Terms of Service carefully before using the Services.
Omny IQ reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Service, at any time. Please check these Terms of Service periodically for changes. Your continued use of the Services following the posting of changes will mean that you accept and agree to the changes.
If you have entered into a separate paid Enterprise agreement with us for specific services, then the terms of that agreement controls if it conflicts with these Terms.
If you have not entered into a separate paid agreement with us for specific services, then by using the Omny IQ Properties, clicking on the “I Agree” Button, completing the registration process, and/or browsing the Site or downloading any of our APIs and/or Agents, you represent that (1) you have read, understand, and agree to be bound by the Terms of Service, (2) you are of legal age to form a binding contract with Omny IQ, and (3) you have the authority to enter into the Terms of Service personally or on behalf of the company or other organization you have named as the user, and to bind that entity to these Terms of Service. In the event you are agreeing to these Terms of Service on behalf of a company or organization, “you” and “your” will refer to the entity you are representing.
1. SERVICES
1.1 Omny IQ May Discontinue the Services. Omny IQ may choose to modify or discontinue the Services, including any portions of the Services as we update our offerings and add more features. We may stop, suspend, or modify the Services at any time without prior notice to you.
1.2 Omny IQ May Modify These Terms. Omny IQ may update these Terms from time to time. The most current version of these Terms will be posted on Site. When changes are made, Omny IQ will make a new copy of the Terms available at the Site. Any changes to the Terms will be effective immediately for new users of the Omny IQ Properties and, for all other users, any changes to the Terms will be effective thirty (30) days after posting notice of such changes on the Site, or within or through the affected Service on the Site, as applicable. If we determine in our sole discretion that an update is material, we will notify you through the Service and/or by email to the email address associated with the Administrator (defined below) for your account. We may also inform you of updates to the Terms in our blogs and/or forums. We may require you to provide consent to the updated Terms in a specified manner before further use of the Omny IQ Properties is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Omny IQ Properties. Otherwise, your continued use of the Omny IQ Properties constitutes your acceptance of such change(s). Please check the Site regularly to view our then-current Terms.
1.3 Privacy. The Omny IQ Privacy Policy http://www.omnyiq.com/privacy governs any of the personal information that you provide to us.
1.4 Your Account. In registering for the Services, you agree to (1) provide true, accurate, current and complete information about yourself as prompted by our registration form (“Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are not a person barred from using the Omny IQ Properties under the laws of the United States, your place of residence or any other applicable jurisdiction. You agree not to create an account using a false identity or information. You agree not to create an account or use the Omny IQ Properties if Omny IQ has previously removed you, or if you have been previously banned from any of the Omny IQ Properties. It is your responsibility to safeguard the login and password that you use to access the Services and the Forums and you agree not to share your login and password with any third party, including not sharing your login amongst two or more users. You are responsible for any activity originating from your account, regardless of whether such activity is authorized by you. You should notify Omny IQ immediately of any unauthorized use of your account.
1.5 Use of the Omny IQ Properties. Subject to compliance with these Terms of Service, Omny IQ grants to you a limited, non-exclusive, non-transferrable, non-sublicensable right to: (i) access and use the Omny IQ Properties for your internal business purposes; (ii) use the Documentation in support of such access and use of the Omny IQ Properties; and (iii) reproduce portions of the Omny IQ Properties for the sole purpose of using the Omny IQ Properties for your internal business purposes. Unless otherwise specified by Omny IQ in a separate license, your right to use any Omny IQ Properties is subject to the Terms.
1.7 Availability of the Services. Information describing the Services is accessible worldwide but this does not mean the Services or certain portions of the Services are available in your country. We may restrict access to portions of the Services in certain countries. It is your responsibility to make sure your use of the Services is legal in the country where you reside. The Services may not be available in all languages. If at Omny IQ’s reasonable determination, you are using the Omny IQ Properties in a manner that violates laws, creates an excessive burden or potential adverse impact on Omny IQ’s systems, in addition to any of its other rights or remedies, Omny IQ may, without liability to Omny IQ, immediately suspend your access to the Omny IQ Properties.
1.8 Your Data. Use of the Services may depend on your transmission of certain data (your “Data”). You retain all rights and ownership in your Data. We do not claim any ownership rights in your Data. You represent and warrant that you have the necessary rights and licenses required to provide your Data to Omny IQ in connection with your use of the Services and that by providing your Data in this manner, you will not violate any intellectual property rights of third parties, confidential relationships, contractual obligations or laws. Without limiting the generality of the foregoing, you shall provide all notices to, and obtain any consent from, any data subject as required by any applicable law, rule or regulation in connection with the processing of any personally identifiable information of such data subjects via the Services by Omny IQ and/or you. You shall be solely responsible for ensuring that any processing of Data by Omny IQ and/or you via the Services does not violate any applicable laws. You shall not process or submit to the Services any Data that includes any: (i) “personal health information,” as defined under the Health Insurance Portability and Accountability Act, unless it enters into a separate agreement with Omny IQ relating to the processing of such data; (ii) government issued identification numbers, including Social Security numbers, driver’s license numbers and other state-issued identification numbers; (iii) financial account information, including bank account numbers; (iv) payment card data, including credit card or debit card numbers; or (iv) “sensitive” personal data, as defined under Directive 95/46/EC of the European Parliament (“EU Directive”) and any national laws adopted pursuant to the EU Directive, about residents of Switzerland and any member country of the European Union, including racial or ethnic origin, political opinions, religious beliefs, trade union membership, physical or mental health or condition, sexual life, or the commission or alleged commission any crime or offens
1.10 Omny IQ Proprietary Rights. Except with respect to your Data and your User Content (defined below), you agree that Omny IQ and our suppliers own all rights, title and interest in the Omny IQ Properties and Content. Omny IQ’s Software and other technology that may be used to provide the Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Omny IQ Properties. These terms do not grant you any right, title, or interest in any of the Omny IQ Properties or any Content other than your Data and your User Content. These Terms do not grant you any rights to use the Omny IQ trademarks, logos, domain names, or other brand features.
1.11 Your Feedback. We appreciate your ideas, comments, suggestions, documents and/or proposals (“Feedback”). You represent and warrant that you have all rights necessary to submit the Feedback and you hereby grant Omny IQ a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sub-licensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback.
2. USE
2.1 Omny IQ Forums. Your Omny IQ account provides you access to the Omny IQ Community Forums and other public areas on the Omny IQ Properties (collectively, the “Forums”). By accessing the Forums, you acknowledge that you are solely liable and responsible for how you use the Forums, as well as any damages that may result from the disclosure of your User Content. You also acknowledge that it is possible that you will be exposed to User Content from others that you may consider offensive, indecent, or otherwise objectionable. Views expressed on the Forums do not necessarily reflect Omny IQ’s views. Omny IQ does not endorse User Content posted by you or others. Certain User Content from others may be incorrectly labeled, rated, or categorized.
2.3 Support. Technical support is only provided to users of Commercial Services based on your specific purchased Service. If you are using the Service via a Lite account, Omny IQ provides support via the Forums and access to Omny IQ installation guides and other documentation related to the Service at: https://docs.newrelic.com/ (“Documentation”).
2.4 Account Administrators. You may specify end users as "Administrators" through the administrative console of the Services. Administrators may have the ability to access, disclose, restrict or remove Data in or from Services accounts. Administrators may also have the ability to monitor, restrict, or terminate access to Services accounts for their end users. Omny IQ responsibilities do not extend to your internal management or administration of the Services. You are responsible for: (i) maintaining the confidentiality of passwords of your account and any Administrator accounts; (ii) managing access to Administrator accounts; and (iii) ensuring that Administrators' use of the Services complies with this Agreement.
2.5 Unauthorized Use & Access. You will prevent unauthorized use of the Services by your Administrators and your end users and terminate any unauthorized use of or access to the Services. You will promptly notify Omny IQ of any unauthorized use of or access to the Services.
2.6 Third Party Technology. The Services may contain links to third party websites or technology (for example, we may host a library of plugins created by entities other than Omny IQ) (“Third Party Technology”). Omny IQ does not endorse and is not responsible or liable for the products or services provided by such third parties. Omny IQ is not responsible for the operation or functionality of such Third Party Technology. You are solely responsible for your use of any Third Party Technology. In addition, we may provide you with software governed by an open source license. If there are provisions in those open source licenses that expressly conflict with these Terms, the relevant open source license terms will apply. ANY THIRD PARTY TECHNOLOGY DOWNLOADED OR OTHERWISE OBTAINED IN CONNECTION WITH YOUR USE OF THE OMNY IQ PROPERTIES IS DONE SO AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH THIRD PARTY TECHNOLOGY.
3. INDEMNIFICATION
You agree to indemnify and hold Omny IQ, its parents, subsidiaries, affiliates, officers, agents, employees, resellers or other partners and licensors harmless from any claim, demand, loss, or damages, including reasonable attorneys’ fees, arising out of or related to your Data, or the use thereof, including but not limited to allegations that any processing of your Data by Omny IQ and/or you under this Agreement violates any applicable law or regulation, or infringes the privacy or intellectual property rights of a third party, your User Content, your use of the Omny IQ Properties, your violation of these terms, or your violation of any law.
4. THE SERVICE IS AVAILABLE “AS-IS” AND WITHOUT WARRANTY
OMNY IQ PROVIDES THE OMNY IQ PROPERTIES “AS IS” AND ON AN “AS AVAILABLE” BASIS. YOUR USE OF THE OMNY IQ PROPERTIES IS AT YOUR OWN RISK. OMNY IQ PROVIDES THE OMNY IQ PROPERTIES WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. WE ALSO DISCLAIM ANY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Omny IQ makes no warranty or condition that the Omny IQ Properties will meet your requirements or be uninterrupted, timely, secure or error-free. Omny IQ makes no warranty or condition that results obtained from your use of the Omny IQ Properties will be accurate or reliable or that any errors in the Omny IQ Properties will be corrected. Omny IQ will have no responsibility for any harm to your computer system, loss or corruption of data, or other harm that results from your access to or use of the Omny IQ Properties. No advice or information, whether oral or written, obtained by you in connection with your use of the Omny IQ Properties shall create any warranty not expressly stated in these Terms. FROM TIME TO TIME, OMNY IQ MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OR CONDITION OF ANY IND, AND MAY BE MODIFIED OR DISCONTINUED AT ANY TIME AT OUR SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES AND TOOLS. Some states do not allow the types of disclaimers in this paragraph, so they may not apply to you.
5. Omny IQ’s LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL OMNY IQ, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) DAMAGES, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT OMNY IQ HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. OMNY IQ’S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES, THE SITE, THE AGENTS AND THE FORUMS WILL AT ALL TIMES BE LIMITED TO THE GREATER OF FIFTY U.S. DOLLARS (U.S. $50) OR THE AMOUNTS YOU PAID TO OMNY IQ IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE INCIDENT GIVING RISE TO THE CLAIM. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN OMNY IQ AND YOU. Some states do not allow the types of limitations in this paragraph, so they may not apply to you.
6. TERMINATION
We reserve the right to suspend or cease providing the Omny IQ Properties or any portion of the Omny IQ Properties, at any time, with or without cause, and with or without notice. We may suspend or terminate your use of the Omny IQ Properties if you are not complying with these Terms, or if you use the Services in any way that could cause us legal liability or disrupt others’ use of the Services. If we suspend or terminate your use, we will try to let you know in advance. If you want to terminate the Services at any time, you may do so by (a) notifying Omny IQ and (b) closing your account for the Services that you use. Your written notice should be sent to Omny IQ’s address set forth in the Notice section below or to: support@omnyiq.com.
7. EFFECT OF TERMINATION
Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also includes deletion of your password and all related information, files and data associated with or inside your account, including your Data. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of your Data associated therewith from our live databases. Omny IQ will not have any liability whatsoever to you for any suspension or termination, including for deletion of your Data. All provisions of these Terms, which by their nature should survive, shall survive termination of Services, including without limitation ownership provisions, warranty disclaimers and limitations of liability.
8. ELECTRONIC COMMUNICATIONS
The communications between you and Omny IQ use electronic means, whether you visit the Omny IQ Properties or send us e-mails, or whether we post notices on the Omny IQ Properties or communicate with you via e-mail. For contractual purposes, you (a) consent to receive communications from us in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. Your consent in this section does not affect your statutory rights.
9. NOTICE
Where Omny IQ requires that you provide an e-mail address, you are responsible for providing us with your most current e-mail address. In the event that the last e-mail address you provided to us is not valid, or for any reason is not capable of delivering to you any notices required/permitted by the Terms, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to us at the following address: Omny IQ, Inc. Ten Oak Way, Saratoga, CA 95070, USA.
10. EXPORT CONTROL
You may not use, export, import or transfer the Omny IQ Properties except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Omny IQ Properties and any other applicable laws. In particular, but without limitation, the Omny IQ Properties may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone of the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Omny IQ Properties, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Omny IQ Properties for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Omny IQ are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer the Omny IQ Properties, or any portion thereof, either directly or indirectly, to any country in violation of such laws and regulations.
11. GOVERNMENT USE
If you are a U.S. government entity, you acknowledge that any Services provided are "Commercial Items" as defined at 48 C.F.R. 2.101, and are being provided as commercial computer software subject to the restricted rights described in 48 C.F.R. 2.101 and 12.212.
12. GOVERNING LAW
The Terms and any action related thereto will be governed and interpreted by and under the law of the State of California, without giving effect to any principles that provide for the application of the law of another jurisdiction.
13. GENERAL TERMS
These Terms constitute the entire and exclusive agreement between Omny IQ and you with respect to the Services and supersede and replace any other agreements, terms and conditions applicable to the Services. These Terms constitute the entire and exclusive agreement between Omny IQ and you with respect to the Omny IQ Properties and supersede and replace any other agreements, terms and conditions applicable to the Services. Purchase orders placed by you shall be for the sole purpose of specifying the Commercial Services that you wish to purchase. Any other terms stated in any purchase order delivered to Omny IQ by you, other than pursuant to an Order Form supplied by Omny IQ, shall have no effect. These Terms create no third party beneficiary rights. Omny IQ’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable the remaining provisions of the Agreement will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights in these Terms, and any such attempt is void, but Omny IQ may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services. You and Omny IQ are not legal partners or agents; but rather we have an independent contractor relationship. Omny IQ will not be responsible for any failure to perform or delay in performing any of its obligations under these Terms where and to the extent that such failure or delay results directly or indirectly from an event beyond Omny IQ’s reasonable control.
ABOUT THESE TERMS OF USE AND INFORMATIONWe may modify these terms or any additional terms that apply to our Site or services to, for example, reflect changes to the law or changes to our services. Please check these Terms of Use periodically for changes. We’ll post notice of modifications to these terms on this page.
The information contained here is subject to change without notice.
Copyright © 2015-2018 Omny IQ, Inc. All rights reserved.
Omny IQ Inc., Ten Oak Way, Saratoga, CA 95070, USA.
These Terms and Conditions of Service (the "Terms of Service" and/or “Terms”) contain the legal terms and conditions that apply to your use of and access to the Omny IQ (“Omny IQ”, “we”, “our” or “us”) services located at https://xxxxxxxx.omnyiq.com or www.omnyiq.com, and all associated Sites linked to this Site by Omny IQ®, its partners, subsidiaries and affiliates, including Omny IQ services around the world and our APIs, Agents, software, documentation, forums and content (collectively, the "Services"). The Services are the property of Omny IQ, Inc. (referred to as "Omny IQ Properties"). Please review these Terms of Service carefully before using the Services.
Omny IQ reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Service, at any time. Please check these Terms of Service periodically for changes. Your continued use of the Services following the posting of changes will mean that you accept and agree to the changes.
If you have entered into a separate paid Enterprise agreement with us for specific services, then the terms of that agreement controls if it conflicts with these Terms.
If you have not entered into a separate paid agreement with us for specific services, then by using the Omny IQ Properties, clicking on the “I Agree” Button, completing the registration process, and/or browsing the Site or downloading any of our APIs and/or Agents, you represent that (1) you have read, understand, and agree to be bound by the Terms of Service, (2) you are of legal age to form a binding contract with Omny IQ, and (3) you have the authority to enter into the Terms of Service personally or on behalf of the company or other organization you have named as the user, and to bind that entity to these Terms of Service. In the event you are agreeing to these Terms of Service on behalf of a company or organization, “you” and “your” will refer to the entity you are representing.
1. SERVICES
1.1 Omny IQ May Discontinue the Services. Omny IQ may choose to modify or discontinue the Services, including any portions of the Services as we update our offerings and add more features. We may stop, suspend, or modify the Services at any time without prior notice to you.
1.2 Omny IQ May Modify These Terms. Omny IQ may update these Terms from time to time. The most current version of these Terms will be posted on Site. When changes are made, Omny IQ will make a new copy of the Terms available at the Site. Any changes to the Terms will be effective immediately for new users of the Omny IQ Properties and, for all other users, any changes to the Terms will be effective thirty (30) days after posting notice of such changes on the Site, or within or through the affected Service on the Site, as applicable. If we determine in our sole discretion that an update is material, we will notify you through the Service and/or by email to the email address associated with the Administrator (defined below) for your account. We may also inform you of updates to the Terms in our blogs and/or forums. We may require you to provide consent to the updated Terms in a specified manner before further use of the Omny IQ Properties is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Omny IQ Properties. Otherwise, your continued use of the Omny IQ Properties constitutes your acceptance of such change(s). Please check the Site regularly to view our then-current Terms.
1.3 Privacy. The Omny IQ Privacy Policy http://www.omnyiq.com/privacy governs any of the personal information that you provide to us.
1.4 Your Account. In registering for the Services, you agree to (1) provide true, accurate, current and complete information about yourself as prompted by our registration form (“Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are not a person barred from using the Omny IQ Properties under the laws of the United States, your place of residence or any other applicable jurisdiction. You agree not to create an account using a false identity or information. You agree not to create an account or use the Omny IQ Properties if Omny IQ has previously removed you, or if you have been previously banned from any of the Omny IQ Properties. It is your responsibility to safeguard the login and password that you use to access the Services and the Forums and you agree not to share your login and password with any third party, including not sharing your login amongst two or more users. You are responsible for any activity originating from your account, regardless of whether such activity is authorized by you. You should notify Omny IQ immediately of any unauthorized use of your account.
1.5 Use of the Omny IQ Properties. Subject to compliance with these Terms of Service, Omny IQ grants to you a limited, non-exclusive, non-transferrable, non-sublicensable right to: (i) access and use the Omny IQ Properties for your internal business purposes; (ii) use the Documentation in support of such access and use of the Omny IQ Properties; and (iii) reproduce portions of the Omny IQ Properties for the sole purpose of using the Omny IQ Properties for your internal business purposes. Unless otherwise specified by Omny IQ in a separate license, your right to use any Omny IQ Properties is subject to the Terms.
- Agent or API License. Use of any of our software agents or APIs and associated documentation that is made available via the Site or the Services (each an “Agent”) is governed by the terms of the license agreement that accompanies or is included with the Agent, or by the license agreement expressly stated on the Site page(s) accompanying the Agent. These license terms may be posted with the Agent downloads or at the Site page where the Agent can be accessed. You will not use, download or install any Agent that is accompanied by or includes a license agreement unless you agree to the terms of such license agreement. At no time will Omny IQ provide you with any tangible copy of an Agent. Omny IQ shall deliver access to the Agents via electronic transfer or download and shall not use or deliver any tangible media in connection with the (i) delivery, installation, updating or problem resolution of any Agents (including any new releases); or (b) delivery, correction or updating of documentation. Unless the accompanying license agreement expressly allows otherwise, any copying or redistribution of the Agents is prohibited, including any copying or redistribution of the Agents to any other server or location, or redistribution or use on a service bureau basis. If there is any conflict between the Terms and the license agreement, the license agreement shall take precedence in relation to that Agent (except as provided in the following sentence). If the Agent is a pre-release or beta version, then, except for anything to the contrary included within an accompanying license agreement, you are not permitted to use or otherwise rely on the Agent for any commercial purposes. If no license agreement accompanies use of the Agent, use of the Agent will be governed by the Terms. Subject to your compliance with the Terms, Omny IQ grants you a non-assignable, non-transferable, non-sublicensable, revocable, non-exclusive license to use the Agents for the sole purpose of enabling you to use the Services in the manner permitted by the Terms.
- Updates. You understand that the Omny IQ Properties are evolving. As a result, Omny IQ may require you to accept updates to the Omny IQ Properties that you have installed on your computer or mobile device. You acknowledge and agree that Omny IQ may update the Omny IQ Properties with or without notifying you. You may need to update third-party software from time to time in order to use the Omny IQ Properties.
- Free Trials and Other Promotions. Any free trial or other promotion that provides you with free access to Commercial Services (defined below) must be used within the specified time of the trial. At the end of the trial period, your use of that Commercial Service will expire and any further use of such Commercial Service is prohibited unless you pay the applicable fees.
1.7 Availability of the Services. Information describing the Services is accessible worldwide but this does not mean the Services or certain portions of the Services are available in your country. We may restrict access to portions of the Services in certain countries. It is your responsibility to make sure your use of the Services is legal in the country where you reside. The Services may not be available in all languages. If at Omny IQ’s reasonable determination, you are using the Omny IQ Properties in a manner that violates laws, creates an excessive burden or potential adverse impact on Omny IQ’s systems, in addition to any of its other rights or remedies, Omny IQ may, without liability to Omny IQ, immediately suspend your access to the Omny IQ Properties.
1.8 Your Data. Use of the Services may depend on your transmission of certain data (your “Data”). You retain all rights and ownership in your Data. We do not claim any ownership rights in your Data. You represent and warrant that you have the necessary rights and licenses required to provide your Data to Omny IQ in connection with your use of the Services and that by providing your Data in this manner, you will not violate any intellectual property rights of third parties, confidential relationships, contractual obligations or laws. Without limiting the generality of the foregoing, you shall provide all notices to, and obtain any consent from, any data subject as required by any applicable law, rule or regulation in connection with the processing of any personally identifiable information of such data subjects via the Services by Omny IQ and/or you. You shall be solely responsible for ensuring that any processing of Data by Omny IQ and/or you via the Services does not violate any applicable laws. You shall not process or submit to the Services any Data that includes any: (i) “personal health information,” as defined under the Health Insurance Portability and Accountability Act, unless it enters into a separate agreement with Omny IQ relating to the processing of such data; (ii) government issued identification numbers, including Social Security numbers, driver’s license numbers and other state-issued identification numbers; (iii) financial account information, including bank account numbers; (iv) payment card data, including credit card or debit card numbers; or (iv) “sensitive” personal data, as defined under Directive 95/46/EC of the European Parliament (“EU Directive”) and any national laws adopted pursuant to the EU Directive, about residents of Switzerland and any member country of the European Union, including racial or ethnic origin, political opinions, religious beliefs, trade union membership, physical or mental health or condition, sexual life, or the commission or alleged commission any crime or offens
- User Option to Encrypt. Omny IQ provides you with the option to encrypt the transmission of your Data. You acknowledge that it is your responsibility to encrypt the transmission of your Data should you wish to protect it. In the event you decide not to utilize encryption and transmit your Data unencrypted over a network, you assume all related risks for doing so. Omny IQ will not be liable for any liabilities arising from your use of the Services (including your transmission of Data) over the internet or other network.
1.10 Omny IQ Proprietary Rights. Except with respect to your Data and your User Content (defined below), you agree that Omny IQ and our suppliers own all rights, title and interest in the Omny IQ Properties and Content. Omny IQ’s Software and other technology that may be used to provide the Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Omny IQ Properties. These terms do not grant you any right, title, or interest in any of the Omny IQ Properties or any Content other than your Data and your User Content. These Terms do not grant you any rights to use the Omny IQ trademarks, logos, domain names, or other brand features.
1.11 Your Feedback. We appreciate your ideas, comments, suggestions, documents and/or proposals (“Feedback”). You represent and warrant that you have all rights necessary to submit the Feedback and you hereby grant Omny IQ a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sub-licensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback.
2. USE
2.1 Omny IQ Forums. Your Omny IQ account provides you access to the Omny IQ Community Forums and other public areas on the Omny IQ Properties (collectively, the “Forums”). By accessing the Forums, you acknowledge that you are solely liable and responsible for how you use the Forums, as well as any damages that may result from the disclosure of your User Content. You also acknowledge that it is possible that you will be exposed to User Content from others that you may consider offensive, indecent, or otherwise objectionable. Views expressed on the Forums do not necessarily reflect Omny IQ’s views. Omny IQ does not endorse User Content posted by you or others. Certain User Content from others may be incorrectly labeled, rated, or categorized.
- License to Your Content. You grant Omny IQ a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display, User Content (in whole or in part) for the purposes of operating and providing the Services to you. Please remember that other users may search for, see, use, modify and reproduce any of your User Content that you submit to any Forum or other “public” areas of the Omny IQ Properties. You warrant that the holder of any worldwide intellectual property right, including moral rights, in your User Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that you, not Omny IQ, are responsible for all of your User Content.
- No Obligation to Pre-Screen User Content. You acknowledge that Omny IQ has no obligation to pre-screen any information, data, text, software, music, sound, photographs, video, messages, tags or other materials submitted by you or other users (“User Content”) posted or otherwise made available by users and accessible through the Omny IQ Properties (“Omny IQ Content”), although we reserve the right in our sole discretion to pre-screen, refuse or remove any User Content. By entering into the Terms, you provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning the transmission of you User Content and that we reserve the right to remove any User Content that violates the Terms or is otherwise objectionable. In the event that we pre-screen, refuse or remove any User Content, you acknowledge that we will do so for our benefit, not yours.
- Storage. Unless expressly agreed by Omny IQ in writing elsewhere, we have no obligation to store any of your User Content that you upload, post, email, transmit or otherwise make available on or through the Omny IQ Properties. We have no responsibility or liability for the deletion or accuracy of any User Content, including the failure to store, transmit or receive transmission of your User Content; or the security, privacy, storage or transmission of other communications originating with or involving use of the Omny IQ Properties.
2.3 Support. Technical support is only provided to users of Commercial Services based on your specific purchased Service. If you are using the Service via a Lite account, Omny IQ provides support via the Forums and access to Omny IQ installation guides and other documentation related to the Service at: https://docs.newrelic.com/ (“Documentation”).
2.4 Account Administrators. You may specify end users as "Administrators" through the administrative console of the Services. Administrators may have the ability to access, disclose, restrict or remove Data in or from Services accounts. Administrators may also have the ability to monitor, restrict, or terminate access to Services accounts for their end users. Omny IQ responsibilities do not extend to your internal management or administration of the Services. You are responsible for: (i) maintaining the confidentiality of passwords of your account and any Administrator accounts; (ii) managing access to Administrator accounts; and (iii) ensuring that Administrators' use of the Services complies with this Agreement.
2.5 Unauthorized Use & Access. You will prevent unauthorized use of the Services by your Administrators and your end users and terminate any unauthorized use of or access to the Services. You will promptly notify Omny IQ of any unauthorized use of or access to the Services.
2.6 Third Party Technology. The Services may contain links to third party websites or technology (for example, we may host a library of plugins created by entities other than Omny IQ) (“Third Party Technology”). Omny IQ does not endorse and is not responsible or liable for the products or services provided by such third parties. Omny IQ is not responsible for the operation or functionality of such Third Party Technology. You are solely responsible for your use of any Third Party Technology. In addition, we may provide you with software governed by an open source license. If there are provisions in those open source licenses that expressly conflict with these Terms, the relevant open source license terms will apply. ANY THIRD PARTY TECHNOLOGY DOWNLOADED OR OTHERWISE OBTAINED IN CONNECTION WITH YOUR USE OF THE OMNY IQ PROPERTIES IS DONE SO AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH THIRD PARTY TECHNOLOGY.
3. INDEMNIFICATION
You agree to indemnify and hold Omny IQ, its parents, subsidiaries, affiliates, officers, agents, employees, resellers or other partners and licensors harmless from any claim, demand, loss, or damages, including reasonable attorneys’ fees, arising out of or related to your Data, or the use thereof, including but not limited to allegations that any processing of your Data by Omny IQ and/or you under this Agreement violates any applicable law or regulation, or infringes the privacy or intellectual property rights of a third party, your User Content, your use of the Omny IQ Properties, your violation of these terms, or your violation of any law.
4. THE SERVICE IS AVAILABLE “AS-IS” AND WITHOUT WARRANTY
OMNY IQ PROVIDES THE OMNY IQ PROPERTIES “AS IS” AND ON AN “AS AVAILABLE” BASIS. YOUR USE OF THE OMNY IQ PROPERTIES IS AT YOUR OWN RISK. OMNY IQ PROVIDES THE OMNY IQ PROPERTIES WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. WE ALSO DISCLAIM ANY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Omny IQ makes no warranty or condition that the Omny IQ Properties will meet your requirements or be uninterrupted, timely, secure or error-free. Omny IQ makes no warranty or condition that results obtained from your use of the Omny IQ Properties will be accurate or reliable or that any errors in the Omny IQ Properties will be corrected. Omny IQ will have no responsibility for any harm to your computer system, loss or corruption of data, or other harm that results from your access to or use of the Omny IQ Properties. No advice or information, whether oral or written, obtained by you in connection with your use of the Omny IQ Properties shall create any warranty not expressly stated in these Terms. FROM TIME TO TIME, OMNY IQ MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OR CONDITION OF ANY IND, AND MAY BE MODIFIED OR DISCONTINUED AT ANY TIME AT OUR SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES AND TOOLS. Some states do not allow the types of disclaimers in this paragraph, so they may not apply to you.
5. Omny IQ’s LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL OMNY IQ, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) DAMAGES, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT OMNY IQ HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. OMNY IQ’S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES, THE SITE, THE AGENTS AND THE FORUMS WILL AT ALL TIMES BE LIMITED TO THE GREATER OF FIFTY U.S. DOLLARS (U.S. $50) OR THE AMOUNTS YOU PAID TO OMNY IQ IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE INCIDENT GIVING RISE TO THE CLAIM. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN OMNY IQ AND YOU. Some states do not allow the types of limitations in this paragraph, so they may not apply to you.
6. TERMINATION
We reserve the right to suspend or cease providing the Omny IQ Properties or any portion of the Omny IQ Properties, at any time, with or without cause, and with or without notice. We may suspend or terminate your use of the Omny IQ Properties if you are not complying with these Terms, or if you use the Services in any way that could cause us legal liability or disrupt others’ use of the Services. If we suspend or terminate your use, we will try to let you know in advance. If you want to terminate the Services at any time, you may do so by (a) notifying Omny IQ and (b) closing your account for the Services that you use. Your written notice should be sent to Omny IQ’s address set forth in the Notice section below or to: support@omnyiq.com.
7. EFFECT OF TERMINATION
Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also includes deletion of your password and all related information, files and data associated with or inside your account, including your Data. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of your Data associated therewith from our live databases. Omny IQ will not have any liability whatsoever to you for any suspension or termination, including for deletion of your Data. All provisions of these Terms, which by their nature should survive, shall survive termination of Services, including without limitation ownership provisions, warranty disclaimers and limitations of liability.
8. ELECTRONIC COMMUNICATIONS
The communications between you and Omny IQ use electronic means, whether you visit the Omny IQ Properties or send us e-mails, or whether we post notices on the Omny IQ Properties or communicate with you via e-mail. For contractual purposes, you (a) consent to receive communications from us in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. Your consent in this section does not affect your statutory rights.
9. NOTICE
Where Omny IQ requires that you provide an e-mail address, you are responsible for providing us with your most current e-mail address. In the event that the last e-mail address you provided to us is not valid, or for any reason is not capable of delivering to you any notices required/permitted by the Terms, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to us at the following address: Omny IQ, Inc. Ten Oak Way, Saratoga, CA 95070, USA.
10. EXPORT CONTROL
You may not use, export, import or transfer the Omny IQ Properties except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Omny IQ Properties and any other applicable laws. In particular, but without limitation, the Omny IQ Properties may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone of the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Omny IQ Properties, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Omny IQ Properties for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Omny IQ are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer the Omny IQ Properties, or any portion thereof, either directly or indirectly, to any country in violation of such laws and regulations.
11. GOVERNMENT USE
If you are a U.S. government entity, you acknowledge that any Services provided are "Commercial Items" as defined at 48 C.F.R. 2.101, and are being provided as commercial computer software subject to the restricted rights described in 48 C.F.R. 2.101 and 12.212.
12. GOVERNING LAW
The Terms and any action related thereto will be governed and interpreted by and under the law of the State of California, without giving effect to any principles that provide for the application of the law of another jurisdiction.
13. GENERAL TERMS
These Terms constitute the entire and exclusive agreement between Omny IQ and you with respect to the Services and supersede and replace any other agreements, terms and conditions applicable to the Services. These Terms constitute the entire and exclusive agreement between Omny IQ and you with respect to the Omny IQ Properties and supersede and replace any other agreements, terms and conditions applicable to the Services. Purchase orders placed by you shall be for the sole purpose of specifying the Commercial Services that you wish to purchase. Any other terms stated in any purchase order delivered to Omny IQ by you, other than pursuant to an Order Form supplied by Omny IQ, shall have no effect. These Terms create no third party beneficiary rights. Omny IQ’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable the remaining provisions of the Agreement will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights in these Terms, and any such attempt is void, but Omny IQ may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services. You and Omny IQ are not legal partners or agents; but rather we have an independent contractor relationship. Omny IQ will not be responsible for any failure to perform or delay in performing any of its obligations under these Terms where and to the extent that such failure or delay results directly or indirectly from an event beyond Omny IQ’s reasonable control.
ABOUT THESE TERMS OF USE AND INFORMATIONWe may modify these terms or any additional terms that apply to our Site or services to, for example, reflect changes to the law or changes to our services. Please check these Terms of Use periodically for changes. We’ll post notice of modifications to these terms on this page.
The information contained here is subject to change without notice.
Copyright © 2015-2018 Omny IQ, Inc. All rights reserved.
Omny IQ Inc., Ten Oak Way, Saratoga, CA 95070, USA.
