Proplanner

Terms of Use

Use of Proplanner Services

Below are the terms and conditions under which Proplanner is willing to provide you with access to Proplanner services if: (a) you use the Proplanner services on a free trial basis; (b) you are authorized to access and use the Proplanner services by your employer or other third party who has agreed to pay for your use of the Proplanner services; or (c) you are paying for the Proplanner services with a credit card.  Please note that by continuing the registration process, you are acknowledging that the appropriate set of terms and conditions, as indicated below, will constitute a legally enforceable agreement governing your use of the Proplanner services.

Compliance with U.S. Export Laws

By continuing with the registration process and by using the Proplanner services, you acknowledge and agree:

Your use of the Proplanner Services is expressly made subject to any current and future laws, regulations, orders or other restrictions regarding export from the United States of software, technical data or derivatives of such computer software or technical data. You will (i) comply with such laws, regulations, orders or other restrictions and (ii) provide to Proplanner all information reasonably requested by Proplanner to fulfill Proplanner's export obligations under such laws, regulations, orders or other restrictions.

You are not a citizen or resident of the following countries: Cuba, Iran, Iraq, Libya, North Korea, Sudan, or Syria.

You are not listed on either the United States Treasury Department's List of Specially Designated Nationals, List of Specially Designated Terrorists or List of Specially Designated Narcotics Traffickers, or the United States Commerce Department's Denied Persons List.

You will not cause or permit access or use of the Proplanner Services in the design, development, production, stockpiling, use or testing of chemical or biological weapons, weapons of mass destruction or delivery systems (including ballistic missile systems, space launch vehicles and sounding rockets), unmanned air vehicles systems (including cruse missile systems, target drones and reconnaissance drones), designed specifically to deliver any of the above chemical or biological weapons, or weapons of mass destruction to their intended targets.

You will not cause or permit access or use of the Proplanner Services in the design, development, production, stockpiling, use or testing of nuclear weapons or nuclear explosive devices or to design, construct, fabricate, operate or construct components for facilities: for the chemical processing of irradiated special nuclear or source material; for the production of heavy water; for the separation of isotopes of source and special nuclear material; or for the fabrication of nuclear reactor fuel containing plutonium.

Proplanner may terminate your use of the Proplanner Services at any time, without notice, in the event that You fail to comply with U.S. export laws, regulations, orders or other restrictions.

Free Trial Use of Proplanner Services

If, at any time, you use Proplanner services on a free trial basis, you acknowledge and agree that such free trial use will be governed by each of the following:

You agree to provide Proplanner current, complete and accurate registration information and to maintain and update the registration information as may be necessary to keep it current, complete and accurate.

You agree that you will not provide your password to any other person or otherwise allow other persons to use the Proplanner services.

Your free trial usage will automatically terminate without notice at the end of the free trial offer period. Proplanner may determine the length of your free trial period in its sole discretion.

You agree to use the free trial period solely for purposes of evaluating your continued use of the Proplanner services for your internal business purposes or as Proplanner may otherwise expressly authorize in writing.  You agree not to use the free trial period for benchmarking or for purposes of competing with the Proplanner services.

A free trial of the Proplanner services does not entitle you to a credit against any other amounts you might owe Proplanner or to a rebate, refund or cash payment of any kind.

In the event that your employer or other third party elects to pay for your on-going use of the Proplanner services, you agree that you will comply with the terms set out below for "Payment for Proplanner Services by Employer or Other Third Party."

In the event that you continue to use the Proplanner services after completion of a free trial period and pay by credit card, you agree that you will comply with the terms set out below for "Payment for the Proplanner Services by Credit Card."

Payment for Proplanner Services by Employer or Other Third Party

If, at any time, your employer or other third party elects to purchase Proplanner services for your use, you acknowledge and agree that your use of the Proplanner services will be governed by each of the following:

Your employer or other third party that has authorized you to use the Proplanner services (other than any free trial use of the Proplanner services) will be billed for all fees and taxes that are charged to your account.

The terms under which the Proplanner services are made available to you for your use are contained in the agreement entered into by Proplanner and your employer or such other third party as may have agreed to pay for your use of the Proplanner services.

You will comply with all the requirements contained in the agreement entered into by your employer or other third party under which your employer is authorized to provide you with access to and use of the Proplanner services.

Proplanner is making no representation or warranty of any kind to you personally regarding your use of the Proplanner services or the availability and operation of the Proplanner services.

You will comply with the Proplanner Acceptable Use Policy.

Your use of the Proplanner services may terminated at any time if your employer or other third party does not pay all charges due for your use of the Proplanner services or if you do not use the Proplanner services in accordance with the Acceptable Use Policy.

Payment for Proplanner Services by Credit Card

If, at any time, you elect to use the Proplanner services by paying with a credit card, you acknowledge and agree that your use of the Proplanner services will be governed by each of the following:

You authorize Proplanner to charge your credit card one month in advance for all such fees relating to your use of the Proplanner services. Your credit card will be charged on the date you first register for the Proplanner services (the "Billing Date") based on the services selected and subsequently on or about the Billing Date of each succeeding month unless you terminate the Proplanner services in accordance with the terms and conditions of this agreement prior to such date. You also agree you will pay any outstanding balances if your use of the Proplanner services is terminated for any reason.

You agree that you will let Proplanner know about any billing problems or discrepancies within ninety (90) days after you receive electronic notification of your charges. You agree that if you do not bring them to Proplanner's attention within this ninety (90) day period, you waive your right to dispute such problems or discrepancies. You acknowledge and agree that Proplanner's inability to charge your credit card for any fees owed to Proplanner may result in immediate termination without notice of the Proplanner services provided to you by Proplanner.  If Proplanner is unable to charge your credit card, you agree that you will make payment to Proplanner for any outstanding balances within thirty (30) days of the date on which the fees were owed. Proplanner will assess an additional 1.5% (or the highest amount allowed by law, whichever is lower) per month late charge (due immediately) if your payment is more than 30 days past due.

You acknowledge that the monthly subscription fee you pay does not entitle you to receive all the Proplanner services which might be offered or made available on Proplanner and that certain premium Proplanner services, including, but not limited to, the use of certain third party software applications ("Proplanner services"), may require you to pay additional fees to Proplanner. Information regarding the fees and prices that you will pay for premium Proplanner services will be posted on Proplanner and are subject to change from time to time. You are responsible for all premium Service charges incurred using your password or account and these charges may apply even during a free trial on non-premium Proplanner services.

You acknowledge that some goods and services offered on Proplanner may only be purchased directly from a third party supplier and not from Proplanner. Proplanner may provide you with links or other access to third parties that provide content, goods and/or services through Proplanner or the Internet. Any separate charges or obligations you incur in your dealings with these third parties are your responsibility and are not part of the fees charged by Proplanner for your use of the Proplanner services.

You acknowledge that Proplanner also has the right to collect applicable taxes and impose surcharges for Proplanner services and these taxes and surcharges may apply even during a free trial.

You will comply with the Proplanner Acceptable Use Policy and the Proplanner Services General Terms and Conditions of Use.

Proplanner Services General Terms and Conditions of Use

You agree the "Proplanner Services General Terms and Conditions of Use" set out below will apply to your use of Proplanner services in the event that: (a) you are using the services on a free trial basis or (b) you are registered to pay for your use of the Proplanner services by credit card.

You agree to provide Proplanner current, complete and accurate registration information and to maintain and update the registration information as may be necessary to keep it current, complete and accurate.

You agree that you will not provide your password to any other person or otherwise allow other persons to use the Proplanner services.

You agree to use the Proplanner services solely for your internal business purposes or as Proplanner may otherwise expressly authorize in writing.  You agree not to use the free trial period for benchmarking or for purposes of competing with the Proplanner services.

From time to time, Proplanner may provide you with certain Proplanner proprietary software components, third party software or other data or materials (the "Proplanner Client Software") to be used in conjunction with the Proplanner services.  Proplanner hereby grants you a worldwide, non-exclusive license to use the Proplanner Client Software during the term of this Agreement solely in conjunction with the Proplanner services.  You agree to use the Proplanner Client Software solely in accordance with such instructions or documentation that may accompany the Proplanner Client Software. You may not sub-license, or charge others to use or access the Proplanner Client Software. The license granted by this section is subject to the restriction that you may not translate, reverse-engineer, decompile, disassemble or make derivative works from the Proplanner Client Software. You may not modify the Proplanner Client Software or use them in any way not expressly authorized by this Agreement and you agree to return all copies of the Proplanner Client Software upon termination of this Agreement if Proplanner requests that you do so.  You understand that Proplanner's introduction of various technologies may not be consistent across all platforms and that the performance and some features offered by Proplanner may vary depending on the configuration of your computer network. Proplanner reserves all rights to the Proplanner Client Software not expressly granted by this Agreement.

From time to time, Proplanner may make certain open source software components or other data or materials available to you (the "Open Source Utilities"). The Open Source Utilities are licensed to you pursuant to Version 2 (1991) of the GNU General Public License (www.gnu.org). You acknowledge and agree that THE OPEN SOURCE UTILITIES ARE PROVIDED "AS IS" AND 'AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. If you would like a machine-readable copy of the corresponding source code for the Open Source Utilities at any time during the first three years after subscribing to the Proplanner services, please send a written request to Proplanner, 2500 North Loop Drive, Ames, Iowa 50010, Attn: General Counsel. Proplanner may charge you a fee for distributing the source code for the Open Source Utilities to you.

The transfer or display of data to certain countries or persons may be prohibited by U.S. export control laws and regulations. You represent and warrant that you will abide by U.S. and other applicable export control laws and not use the Proplanner services to transfer or display any data, materials or software (including, but not limited to, encryption software) subject to restrictions under such laws ("Controlled Data") to a national destination or person prohibited from receiving the Controlled Data under such laws, without first obtaining, and then complying with, any requisite government authorization.

You are solely responsible for (a) establishing and maintaining the configuration of your own computer hardware and software in such manner as is necessary to establish an interface, pathway or access point between your computer hardware and software and the Proplanner services and (b) establishing an interface, pathway or access point between the Proplanner services and the information, materials or data located on your own storage medium that you desire to make available to others utilizing the Proplanner services. You acknowledge and agree that you are solely responsible for the installation, operation, maintenance, use and compatibility of the integration and compatibility of your computer, your computer software and your computer hardware with the Proplanner services and Proplanner shall have no responsibility or liability in connection therewith. In the event that you use any equipment or software not provided by Proplanner which impairs your use of the Proplanner services, you agree that you shall nonetheless pay for all Proplanner services provided by Proplanner during the term of this Agreement.

The data storage services made available to you are not intended to serve as the primary means of storing or warehousing your data and that you are solely responsible for the content and integrity of your data. You agree to take whatever steps necessary to preserve, backup and otherwise protect the integrity of your data.  You agree and acknowledge that the amount of data that you may store on the Proplanner servers may be limited by Proplanner and that you will be charged a data storage fee if you exceed the amount of any free data storage capacity that may be provided to you. You represent and warrant that the data used by you in conjunction with the Proplanner services: (a) does not infringe on any third party's intellectual property or proprietary rights, or rights of publicity or privacy; (b) does not violate any law, statute, ordinance or regulation; (c) is not defamatory, trade libelous, threatening, abusive, pornographic or obscene; and (d) does not contain viruses or other similar harmful or deleterious programming routines. You agree to indemnify Proplanner against any breach of these warranties.

Proplanner will not be a party to or in any way responsible for monitoring any transaction between you and third party providers of products and services. You understand that third party providers may have their own policies regarding the privacy of customer information and that those policies may differ from Proplanner's privacy policy.

YOU AGREE THAT THE USE OF THE Proplanner SERVICES AND/OR Proplanner IS AT YOUR SOLE RISK. THE Proplanner SERVICES AND Proplanner ARE PROVIDED "AS IS" AND "AS AVAILABLE." Proplanner DOES NOT WARRANT THAT THE USE OF Proplanner OR THE Proplanner SERVICES WILL BE UNINTERRUPTED OR ERROR FREE.  Proplanner DOES NOT WARRANT THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY DATA USED IN CONJUNCTION WITH THE Proplanner SERVICES.  Proplanner EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY OR NON-INFRINGEMENT.

YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH Proplanner IS THE TERMINATION OF THE SERVICES. IN NO CASE SHALL Proplanner BE LIABLE FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING FROM YOUR USE OF THE SERVICES OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO Proplanner OR THE Proplanner SERVICES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, Proplanner's LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.

You may terminate the Proplanner services by providing written notice to Proplanner in such manner as Proplanner may reasonably require. If you terminate the Proplanner services, the effective date of termination will be the last day of your then current billing period.

Proplanner may terminate your use of the Proplanner services or any particular Proplanner service at any time for any reason.

Your use of the Proplanner services and these "Proplanner Services General Terms and Conditions of Use" will be governed by the laws of the State of Iowa.

Because of changes in technology, the Internet, or the Proplanner services, it may be necessary for Proplanner to update or revise certain provisions of these General Terms and Conditions of Use. By registering for use of the Proplanner services and accepting these terms and conditions, you agree that Proplanner may revise these terms and conditions as Proplanner, in its sole discretion, deems necessary. If you don't agree with any of the changes made by Proplanner, your only remedy is to terminate your use of the Proplanner services.

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