The Service provided by HARK is meant to facilitate Your access to our research and collaborative communications concerning our research performed on the behalf of our clients. Note that some sections are specific to users with registered accounts. Please review this document carefully.
IF YOU DO NOT ACCEPT ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, HARK IS UNWILLING TO LICENSE THE SERVICE TO YOU, NO LICENSE IS GRANTED AND YOU ARE NOT AUTHORIZED TO INSTALL OR USE THE SERVICE.
This Agreement governs your use of the Service only. Any other contractual agreements between You and HARK remain in effect.
Subject to Your agreement to be bound by all terms and conditions of this Agreement, HARK authorizes You to use and access (i) HARK’s proprietary software application, which includes compiled software code, images, music, media, templates, data, a user interface, any documentation accompanying the program, and any updates or supplements of such software and documentation (collectively, the “App”); and (ii) HARK’s proprietary software and related media accessible at www.harkconnect.com, including all related subdomains (the “Website”). The App and Website are referred to herein collectively as the “Service”. The Service is deemed accepted by You when the App is initially downloaded by You, or when you access the Website.
Subject to all terms and conditions of this Agreement, HARK hereby grants You a nonexclusive, personal, non-transferable, non-assignable, limited license to use and access the Service in accordance with this Agreement and any and all agreements and documents executed by You or delivered by HARK. The Service is licensed to you, not sold, and HARK reserves the right to revoke such license at any time and disable your ability to use the Service for any reason or for no reason.
Apple App Store. If you obtained the App through the Apple App Store, the following terms apply:
HARK Content is Protected by the Law. The Service is protected by copyright laws, international copyright treaties, and other intellectual property laws and treaties. All rights in the Service not expressly licensed under this Agreement are reserved to HARK. You shall not reproduce, retransmit, disseminate, sell, publish, broadcast, circulate, rent, lease, sublicense, assign, or otherwise transfer any portion of the Service except as expressly authorized in this Agreement. No right to use any trademark or trade name of HARK is granted to You hereunder other than the right to display the HARK marks that are placed on the Service and any HARK messages when they are rendered in the Service, in which case such marks may not be altered or removed by You without written approval by HARK.
3.2 Your License to HARK. If you are a user of a user account registered with HARK, You acknowledge that, as a necessary feature to allow You and the other users access to the full functionality of the Services and to facilitate Your use of the Services as an accounted user of HARK’s Services, HARK may reproduce your likeness, including, but not limited to, video recordings of You, photographic recordings of You, and audio recordings of You. You hereby grant to HARK the irrevocable right and permission to reproduce, publish, display, broadcast, exhibit, and in any other way use Your identifying characteristics, including without limitation your image, likeness, voice, photograph, name (including nicknames), actual and paraphrased statements, biographical information, and any other information associated with You that You chose to provide to HARK related to the Services, in whole or in part, distorted, altered, modified or adapted in character or form, alone or accompanied by other material, in any manner and without restriction of any kind, worldwide, in perpetuity and royalty-free, for any purpose related to the Services whatsoever, in all media now known or hereafter developed.
Your use of the Service is included in the cost of Our engagement with You. Accessing the Service and creating an account pursuant to our agreement is free. Through the Service you may send messages to others, provide commentary, take notes, and engage in collaborative evaluation.
The Service is provided as a platform to collaborate while You and other users evaluate and analyze particular metrics. YOU ACKNOWLEDGE THAT WE DO NOT PROVIDE ANY ANALYSIS OF THESE METRICS AND THAT YOU DO NOT AND WILL NOT RELY ON ANY INFORMATION PROVIDED BY US THROUGH YOUR USE OF THE SERVICES IN MAKING DECISIONS.
If you are a copyright owner and believe that any HARK-displayed content infringes upon your copyright rights, you may submit a notification to HARK’s Designated Agent at: Hark Connect, Copyright Compliance, 11904 IH 35 N, Austin, TX 78753, firstname.lastname@example.org. Pursuant to the Digital Millennium Copyright Act 17 U.S.C. Sec. 512(c)(2), such notification must include:
A description of the copyrighted work that you claim has been infringed; a description of where the alleged infringing material is located; a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; Your contact information (email and telephone number); and a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf.
Third-Party Content may contain proprietary content, information and material that is protected by applicable intellectual property and other laws, including but not limited to copyright and trademark laws. You may not use such proprietary content, information, or materials in any way whatsoever except to use the Service for its intended purposes.
Use of the Service requires an internet connection and may result in charges from your cellular service provider. HARK is not responsible for any such charges. HARK is also not liable for any disruption, failure or malfunction of the Internet or other service providers or for any other situation or event that is out of HARK’s direct control. HARK IS NOT RESPONSIBLE FOR ANY ACTS OR OMISSIONS OF YOUR CELLULAR COMMUNICATION OR INTERNET SERVICE PROVIDERS, OR UNAVAILABILITY OR ERRORS ASSOCIATED WITH THEIR SYSTEMS OR SERVICES.
Unless and to the extent specifically provided otherwise in writing by HARK, you may not:
We may discontinue some or all of the functionality of the Service at any time. We may also terminate your right to use the Service at any time, and in such event we may modify it to make it inoperable. You agree to abide by all laws and regulations in effect regarding your use of the Service, including without limitation, all driving laws and laws relating to copyright-protected content. You may not authorize or assist any third party to do any of the things prohibited in this paragraph.
HARK may from time to time, in its sole discretion, make updates, modifications, supplements or new versions of the Service or portions thereof available to You under this Agreement for the purpose of, among other things, distributing bug fixes, patches and feature improvements. We highly recommend that you enable automatic updating on your mobile device or that you promptly install all updates as they appear. HARK disclaims any and all liability relating to Your failure to install any updates to the Service. Notwithstanding the foregoing, HARK does not have any obligation to provide any bug fixes, modifications, updates, or technical or end user support for the Service.
You shall not share Your user account information with others or allow third parties to use Your login credentials to the Service at any time or for any reason unless otherwise allowed in writing by HARK. You warrant, and HARK may assume and rely on the assumption, that any and all activity and use of the Service under Your user account is done by You. You are solely responsible for maintaining the security of, for example, your username, password, and all other user account information, and You agree that HARK will not be liable for any loss or damages resulting from use of your account by others.
You shall defend, indemnify, and hold harmless, HARK and its owners, officers, members, managers, directors, shareholders, subsidiaries, joint-ventures, partners, employees, agents, licensors, and licensees from and against any and all claims, actions, suits, proceedings, demands, losses, liabilities, damages, judgments, settlements, penalties, costs, and expenses (including without limitation all reasonable attorneys’ fees), known and unknown, arising out of (i) your use of the Service; (ii) any dispute between you and any other user or users; (iii) your use, creation or posting of Prohibited User Content; (iv) your violation or breach of this Agreement, or (v) the infringement by you (or any other user of your username or account) of any intellectual property or right of any person or entity.
HARK DOES NOT PROMISE THAT THE SERVICE OR ANY FUNCTIONALITY THEREOF WILL BE ERROR-FREE OR UNINTERRRUPTED OR THAT YOUR USE OF THE SERVICE WILL PROVIDE SPECIFIC RESULTS. THE SERVICE IS PROVIDED BY HARK “AS-IS” AND “AS-AVAILABLE” WITHOUT ANY OTHER WARRANTY OR REPRESENTATION OF ANY KIND. HARK CANNOT ENSURE THAT THE SERVICE OR ANY FILES OR OTHER DATA YOU DOWNLOAD IN RELATION TO THE SERVICE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. YOUR USE OF THE SERVICE, AND THE RESULTS AND PERFORMANCE ACHIEVED USING THE SERVICE, IS AT YOUR OWN RISK. HARK DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OR TRADE PRACTICE WITH RESPECT TO THE SERVICE. THE ENTIRE RISK AS TO THE QUALITY, OR ARISING OUT OF THE USE OR PERFORMANCE OF THE SERVICE REMAINS WITH YOU.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HARK BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, PUNITIVE, INCIDENTAL OR SPECIAL DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, ANY PROVISION OF OR FAILURE TO PROVIDE SUPPORT, OR OTHERWISE UNDER OR IN CONNECTION WITH THIS AGREEMENT, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF HARK, AND EVEN IF HARK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
If, notwithstanding the other provisions of this Agreement, HARK is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Service, HARK’s liability shall in no event exceed the greater the total of any subscription or similar fees with respect to the Service paid in the six months prior to the date of the initial claim made against HARK. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to you.
Without limiting its rights and remedies, if You fail to comply with the terms and conditions of this Agreement, HARK may, in its sole discretion, terminate this Agreement upon any such failure. Upon termination of this Agreement, You must promptly cease all use of the Service and discontinue exercising all license rights granted by this Agreement. Sections 2 through 21 of this Agreement will survive any termination of this Agreement.
This Agreement shall be construed and controlled by the laws of the State of Texas without reference to its choice of law provisions, and You consent to exclusive jurisdiction and venue in the federal courts sitting in Austin, Texas, unless no federal jurisdiction exists, in which case You consent to exclusive jurisdiction and venue in the applicable Texas State Court located in Austin, Texas. You waive and covenant not to assert all defenses of lack of personal jurisdiction and forum non conveniens.
You acknowledge that the Service is of U.S. origin. You agree to comply with all applicable international and national laws that apply to the Service, including all applicable U.S. export-control laws and regulations, as well as any end-user, end-use and destination restrictions issued by U.S. and other governments.
Although the Service is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Service are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. HARK reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Service is void where prohibited. If you choose to access the Service from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.
If any of the provisions of this Agreement are held by a court or other tribunal of competent jurisdiction to be void or unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of this Agreement, so that this Agreement shall remain in full force and effect. HARK’ failure to insist on or enforce strict performance of this Agreement shall not be construed as a waiver by HARK of any provision or any right it has to enforce this Agreement, nor shall any course of conduct between HARK and you or any other party be deemed to modify any provision of this Agreement. This Agreement shall not be interpreted or construed to confer any rights or remedies on any third parties.