Terms of Service

(effective March 12, 2012)

Legal Notices

UrbanCode, Inc. ("UrbanCode," "we," or "us") operates this website and associated sites and mobile applications (collectively, "UrbanCode"). The UrbanCode website (the "website") is provided as a public service to our users. Please carefully review the following basic rules that govern your use of the web site. Please note that your use of the web site constitutes your unconditional agreement to follow and be bound by these Terms of Service ("Terms"). If you ("User") do not agree to them, do not use the website, provide any materials to the site, or download any materials from it. UrbanCode reserves the right to update or modify these Terms at any time without prior notice to User. Your use of the site following any such change constitutes your unconditional agreement to follow and be bound by these Terms as changed. For this reason, we encourage you to review these Terms whenever you use this web site. These Terms apply to the use of web site and do not extend to any linked third party sites. These Terms and our Privacy Policy, which are hereby incorporated by reference, contain the entire agreement (the "Agreement") between you and with respect to the web site. Any rights not expressly granted herein are reserved.

YOUR ACCESS OR USE OF OUR WEBSITE MEANS THAT YOU HAVE READ AND YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS. IF YOU ACCESS OR USE OUR WEBSITE ON BEHALF OF AN ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND THAT ENTITY, AND THESE TERMS ARE THE AGREEMENT BETWEEN URBANCODE AND SUCH ENTITY. IN THAT EVENT, "YOU," "YOUR," "VISITOR," AND "USER" REFER TO THAT ENTITY. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE OUR WEBSITE AND ITS CONTENT AND SERVICES.

Users

Users are any person who accesses this website. To be a user, you must be at least 18 years old and legally capable of entering into this contract.

Privacy

Our Privacy Policy describes how we collect, use, and disclose information we receive from users and visitors. By visiting or using this website, you agree to the practices described in it. If you have provided us with your contact information, we can use it to communicate with you. You may unsubscribe from marketing and research communications by following the directions in them.

Content

The content of this website is posted and owned entirely by UrbanCode. Such content is protected by United States copyright and trademark laws and, if applicable, by international treaties.

Conduct

You may use UrbanCode only to benefit from its intended services and functionality and in compliance with these Terms and applicable laws and regulations. Conduct that is harmful to us or others or that disrupts UrbanCode or its use by others is prohibited. Below include, without limitation, several examples of prohibited conduct on UrbanCode's website:

Accessing, tampering with, or using any non-public areas of UrbanCode, UrbanCode's computer systems, or the technical delivery systems of UrbanCode's providers;
Unauthorized monitoring of data or traffic on UrbanCode, UrbanCode's computer systems, or the technical delivery systems of UrbanCode's providers;
Probing, scanning, or testing the vulnerability of any UrbanCode system or network, or breaching any security or authentication measures;
Circumventing any technological measure that protects UrbanCode;
Attempting to access or search UrbanCode, or downloading content from UrbanCode through any means;
Using any meta tags or other hidden text or metadata utilizing an UrbanCode trademark, logo, URL, or product name without our prior written consent;
Forging any TCP/IP packet header or any part of the header information in any email, or in any way using UrbanCode or UrbanCode's systems to send altered, deceptive, or false source-identifying information;
Attempting to decipher, decompile, disassemble, or reverse engineer any of the software used to provide UrbanCode and its content and services;
Interfering with the access of any user, host, or network, including, without limitation, sending a virus, or overloading, flooding, spamming, or mail-bombing UrbanCode;
Collecting or storing any personally identifiable information from UrbanCode users or visitors without their express informed consent;
Impersonating or misrepresenting your affiliation with others;
Encouraging or enabling others to do any of the foregoing.

You acknowledge that we have the right to monitor your access to and use of UrbanCode to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body.

Intellectual Property Infringement Policy

We respect the intellectual property rights of others and expect you to do the same. If you believe that a third party infringes your copyright or other intellectual property rights on UrbanCode, please provide us with notice containing the following:

A physical or electronic signature of the owner of the infringed right or of another person authorized to act on the owner's behalf;
Identification of the copyrighted work or other intellectual property that you believe has been infringed; if multiple copyrighted works are covered by a single notice, a representative list of such works;
A description of where the allegedly infringing material is located on UrbanCode;
Your address, telephone number, and email address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
A statement by you that the information in the notice is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You can reach us for receipt of such notices as follows:

Legal Department
UrbanCode, Inc.
2044 Euclid Avenue, Suite 600
Cleveland, Ohio 44115
Telephone: (216) 858-9000
Fax: (650) 393-0006
Email: Legal@urbancode.com

Proprietary Rights Notices

UrbanCode, AnthillPro, uDeploy and any other product or service name or slogan or logo contained in the website are trademarks of UrbanCode and its suppliers or licensors and may not be copied, imitated, or used, in whole or in part, without the prior written permission of UrbanCode or the applicable trademark holder. Ownership of all such trademarks and the goodwill associated therewith remains with HP or the applicable trademark holder. You may not use any metatags or any other "hidden text" utilizing any name, trademark, or product or service name of UrbanCode without UrbanCode's prior written permission. In addition, the look and feel of the Website (including all page headers, custom graphics, button icons, and scripts) is the service mark, trademark, and/or trade dress of UrbanCode and may not be copied, imitated, or used (in whole or in part) without UrbanCode's prior written permission. Reference to any products, services, processes, or other information, by trade name, trademark, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by UrbanCode.

All other marks and logos found on our website are the property of their respective owners. For a detailed list of all third party intellectual property mentioned on our website, please click here

Links

UrbanCode may contain links to third-party websites or resources. We are not responsible or liable for the availability or accuracy of such websites or resources or for their content, privacy policies, products, or services. Links to such websites or resources do not imply any endorsement by us.

You may include links from your website to UrbanCode, so long as you (1) do not portray UrbanCode and our products and services in a false, misleading, or derogatory way and (2) do not suggest that we promote or endorse your, or any third party's causes, ideas, web sites, products, or services.

Termination

We may terminate or discontinue all or any part of UrbanCode, the services offered on it, or these Terms, at our discretion, at any time, and without prior notice. You may stop using or visiting UrbanCode at any time. We will not be liable to you or any third party for termination of UrbanCode or termination of your use of it. Suspension or termination will not affect those of your obligations under the Terms, which, by their sense and context, are intended to survive such suspension or termination.

Indemnification

You agree to indemnify and hold UrbanCode, its affiliates, and their respective officers, directors, employees, agents, licensors and service providers harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of content you post on UrbanCode, your violation of these Terms or any law or regulation, or your violation of any rights of another.

Disclaimer of Warranties

URBANCODE, ITS CONTENT, AND THE SERVICES OFFERED ON OR THROUGH IT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, UNINTERRUPTED OR CONTINUOUS ACCESS AND SERVICE, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. ANY CONTENT ON OR OBTAINED THROUGH URBANCODE IS ACCESSED AT YOUR OWN DISCRETION AND RISK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH OUR WEBSITE OR URBANCODE CONTENT, WILL CREATE ANY WARRANTY. SOME JURISDICTIONS DO NOT ALLOW DISCLAIMERS OF IMPLIED WARRANTIES, SO THIS DISCLAIMER OF IMPLIED WARRANTIES MAY NOT APPLY TO YOU.

Limitations of Liability

URBANCODE, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY (1) PERSONAL INJURY; (2) SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS); OR (3) COST OF PROCURING SUBSTITUTE PRODUCTS OR SERVICES, IN EACH CASE ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE URBANCODE WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE. THESE LIMITATIONS WILL APPLY EVEN IF URBANCODE HAS BEEN ADVISED OF, OR SHOULD HAVE KNOWN OF, THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS IN THIS PARAGRAPH ARE A PART OF THE AGREEMENT BETWEEN THE PARTIES AND APPLY EVEN IF THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN LIABILITIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Controlling Law and Jurisdiction

These Terms and any related action will be governed by the laws of the State of Ohio, without regard to conflict of laws or provisions. The exclusive jurisdiction and venue of any action with respect to the subject matter of these Terms will be the state and federal courts located in Cleveland, Ohio, and we and you waive any objection to this jurisdiction and venue.

Modification

We reserve the right, at our discretion, to modify these Terms at any time and without prior notice. By continuing to access or use UrbanCode after we have posted a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease visiting and using UrbanCode.

Entire Agreement

From time to time, we may implement additional terms and conditions applicable to specific areas or services of UrbanCode or to particular content or transactions. These Terms, the other documents referenced in these Terms and such additional terms and conditions constitute the entire agreement between us and you regarding UrbanCode and its content and services. They supersede and replace all prior agreements between you and us regarding the same subject matter.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt to assign or transfer without our consent will be null and of no effect.

Notices

You consent to the use of electronic means to complete these Terms and electronic records to store information related to these Terms or your use of UrbanCode. Except as otherwise stated in these Terms, any notices pursuant to these Terms will be in writing and given: (1) by us via email (in each case to the address that you provide) or by posting on UrbanCode, or (2) by you to Legal@urbancode.com.

General

Our failure to enforce any right will not constitute a waiver of future enforcement of that right. The waiver of any such right will be effective only if in writing and signed by our duly authorized representative. Except as expressly stated in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.