TERMS OF SERVICE
ACCEPTANCE OF TERMS
Entheos Operations, Inc. (“Entheos Network”) provides the following terms regarding your use of the Entheos Network website at entheos.network (the "Site") and the services provided by Entheos Network. Each user and customer should read these terms, understand them, and consider printing a reference copy as you use the Site and the associated Services, subject to these Terms of Service (“TOS”). These TOS may be updated periodically without prior notice.
As used in these TOS, the term “Services” refers to all of the products and services provided by Entheos Network to its customers and users; the term “customers” refers to our customers who have purchased or are otherwise authorized to use Services (including all authorized users), the term “users” shall refer to both the users of the Entheos Network websites and our customers and the term “you” shall refer to you as a user of the Site, APIs or the Entheos Network Services. The term “Submission” means any post of information, content or a request to the Site or Services.
The TOS constitutes a binding agreement between Entheos Network and its users and customers (the “Agreement”). Before accessing or using the Site or the Service, users and customers must first agree to by bound by the TOS constituting this Agreement. By accessing or using the Site or the Services you thereby agree to the TOS. The TOS shall apply to all transactions conducted through the Site and the Services (unless the customer has entered into and separate written agreement governing such Services) and users are responsible for compliance with the Agreement. Failure to comply with the TOS may result in account revocation, suspension of service or access and other legal action. The TOS and related documents set forth herein constitute the entire agreement between you and Entheos Network governing your use of the Site superseding any prior agreements between the parties. You and Entheos Network agree to submit to the personal and exclusive jurisdiction of the courts located within the county of San Jose, California, U.S.A.
BY ACCESSING OR USING ANY PART OF THE SITE OR SERVICES, YOU EXPRESSLY AGREE TO AND CONSENT TO BE BOUND BY ALL OF THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT YOU MAY NOT ACCESS OR USE THE SITE.
DESCRIPTION OF COMPANY AND SERVICES
Entheos Network is a an energy storage services platform that provides energy storage related services to web and mobile users and partner applications along with various associated financial and economic services. The Terms of Service is applicable to all Site visitors, registered users, customers and all other users of the Site and Services.
ACCEPTABLE USE POLICY
You are solely responsible for any and all acts and omissions that occur under your account or password, and you agree not to engage in unacceptable use of the Site or the Services and to abide by the following requirements and restrictions on the use of the Site and the Services.
· You must comply with the TOS at all times when you access and use the Site. As long as you comply with the Agreement, Entheos Network grants you a personal, non-exclusive, non-transferable, limited privilege to enter and use the Site and the Services.
· Entheos Network does not take action to prescreen information submitted by users of the Site. Entheos Network retains the right, but not the responsibility, to edit or remove any Submission, including those deemed by Entheos Network to violate the Agreement. Entheos Network will make good faith efforts to investigate allegations that Submissions violate the Agreement but (a) makes no warranty to you that it will edit, remove, or continue to permit the display of any specific Submission, whether or not subject to such allegations, and (b) will have no liability whatsoever for editing, removing, or continuing to permit the display of any Submission whatsoever.
· The content of Submissions and the views expressed on the Site or a Service are not endorsed by Entheos Network and Entheos Network shall have no liability for such views.
· Entheos Network provides limited technical support on the Site. Any information that is provided by Entheos Network or Entheos Network employees is offered on an “AS IS” basis without warranties of any kind. Entheos Network assumes no responsibility for the accuracy of any information set forth on the Site, which may contain technical or other inaccuracies, omissions or typographical errors. Entheos Network may change any of the information or other materials on the Site at any time without notice.
· To submit information to the Site, each user may be required to have a unique user name and password combination, known as a Entheos Network ID. Please review Entheos Network’s Privacy Policy, which describes how Entheos Network collects, uses and protects your personal information. Entheos Network cannot and will not be responsible for any problems or liability that may arise if you do not provide accurate, truthful and complete information.
· No advertising is allowed on the Site. Do not use the Site to sell or market your products to others and do not post a URL unless it directly answers a user’s question. Do not post any promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation on the Site.
· You are not allowed to utilize inappropriate user names (“Aliases”) or impersonations. Inappropriate or offensive user names or aliases will be removed and persons attempting to impersonate another user will be removed. User names may not contain website, email addresses or other contact information.
· No material may be submitted that is intended to promote or commit an illegal act. Connections to a wireless network are not intended for secure communications. You agree to transmit any secure communications at your own risk
· Do not post any defamatory material and do not submit software or descriptions of processes that break or otherwise ‘work around’ digital rights management software or hardware.
· You agree to use the Site only for purposes that are permitted by the Agreement and applicable laws, rules and regulations. You agree not to access, or attempt to access, the Site by any means other than through the interface that is provided by Entheos Network. You specifically agree not to access, or attempt to access, the Site through any automated means including use of scripts or web crawlers, automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any portion of the Services is strictly prohibited. You will not decompile, reverse engineer, or otherwise attempt to obtain the source code of the Services. You agree that you will not engage in any activity that interferes with or disrupts the Site. You agree to not resell the Services or use as a service bureau.
· Material submitted must be your own work or work to which you have a license. You warrant and represent that you own or otherwise control all of the rights to the information contained in your Submission and you agree that you will not disseminate or transmit files, graphics, images, software or other material that actually or potentially infringes the copyright, trademark, patent, trade secret or other intellectual property right of any person.
· License to Use Submission. By sending a Submission to the Site you agree to grant Entheos Network a perpetual, royalty-free, non-exclusive worldwide right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, play, make available to the public, and exercise all copyright and publicity rights with respect to the Submission. If you do not want to grant to Entheos Network the rights set out above, do not send your Submission to the Site.
· You agree to not interfere with or disrupt the Site and that you will not use the Site, including information therein and all related networks and network devices (specifically including Internet access) for any unlawful purpose or in violation of the TOS. Entheos Network, at its sole and absolute discretion, shall determine whether any information transmitted or received violates this provision.
· You agree that you will not disseminate or transmit through the Site or Services any unsolicited messages, chain letters or unsolicited commercial email or disseminate or transmit material that, to a reasonable person may be abusive, obscene, pornographic, defamatory, harassing, grossly offensive, vulgar, threatening or malicious including rants, slams, or legal threats against any individual or organization and any bigoted, racially offensive, or religious comments.
· You agree that you will not interfere, disrupt or attempt to gain unauthorized access to the operation of the Site or other accounts on the Site or Services or any other computer network or disseminate or transmit viruses, Trojan horses or any other malicious code or program via the Site including mail or “post” bombing, news bombing, other flooding techniques, deliberate attempts to overload a system and broadcast attacks, or attempts to avoid messaging blocking.
· You agree that you will not, unless otherwise authorized by written agreement with Entheos Network, use the Services to provide ongoing residential or commercial Internet access or for high volume data transfers, including sustained high volume data transfers, hosting any server or server facility, IRC server, or any other server, the determination of which, in each case, may be made by Entheos Network in its sole discretion.
· You also agree that you will not engage in any other activity deemed by Entheos Network to be in conflict with the spirit or intent of this TOS. You agree that you are solely responsible for, and that Entheos Network has no responsibility to you or to any third party for, any breach of your obligations under the Agreement and for the consequences (including any loss or damage which you may suffer) of any such breach.
REPRESENTATIONS AND WARRANTIES
You represent and warrant to Entheos Network that: (a) you are over the age of seventeen (17) and have the power and authority to enter into and perform your obligations under this Agreement; (b) you shall comply with all applicable laws and regulations and the terms and conditions of this Agreement, including, without limitation, the Acceptable Use Policy set forth at Section 3; and (c) you have provided accurate and complete registration information, including, without limitation, your legal name, address and telephone number.
ENTHEOS NETWORK PRIVACY POLICY
Your use of the Site and Services is subject to Entheos Network’s privacy policy. For information on Entheos Network privacy practices, please see the entire privacy policy at http://entheos.network/privacy-policy.
MODIFICATIONS TO THE SITE
Entheos Network reserves the right to modify or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice at any time. You agree that Entheos Network shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site.
LINKS AND THIRD-PARTY SITES
The Site or Submissions may provide links to other web sites or access to resources of other service providers and their online materials. Such presentation and links are provided for your reference and convenience only and are not intended to imply any endorsement of the materials or services on such websites or provided by such service providers. Because Entheos Network has no control over such sites and resources, you acknowledge and agree that Entheos Network is not responsible for the accuracy, completeness, authenticity or availability of such external sites or resources and is not responsible or liable for any content, advertising, services, products, or other materials on or available from such sites or resources. You further acknowledge and agree that your use and access to other sites and externally provided resources is at your own risk and Entheos Network shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
LIMITATIONS
TERMINATION
This Agreement is effective upon your acceptance as set forth herein and shall continue in full force until terminated. You may terminate this Agreement at any time and for any reason by providing notice to Entheos Network and you must immediately cease using and accessing the Site and the applicable Services. Entheos Network may terminate this Agreement and your access to the Site and Services with respect to you or any other third party without notice at any time for any reason. Entheos Network reserves the right, in its sole discretion and without notice, at any time and for any reason, to: (a) remove or disable access to all or any portion of the Site or Service; (b) suspend your access to or use of all or any portion of the Site or Service; and (c) terminate this Agreement. Upon termination all rights granted in this Agreement will immediately cease to exist and you must promptly discontinue all use.
DISCLAIMER OF WARRANTIES
THE SERVICE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. YOU EXPRESSLY AGREE THAT THE USE OF THE SERVICE IS AT YOUR SOLE RISK. ENTHEOS NETWORK DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, NOR DOES ENTHEOS NETWORK MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE OBTAINED BY USE OF THE SERVICE. ENTHEOS NETWORK MAKES NO OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SERVICE.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL ENTHEOS NETWORK BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE USE OF THE SERVICE OR SITE. YOUR SOLE AND EXCLUSIVE REMEDY HEREUNDER SHALL BE FOR YOU TO DISCONTINUE YOUR USE OF THE SERVICE AND TERMINATE THIS AGREEMENT.
INDEMNIFICATION
You agree to indemnify, hold harmless and defend Entheos Network, its shareholders, directors, officers, employees and agents from and against any action, cause, claim, damage, debt, demand or liability, including reasonable costs and attorney’s fees, asserted by any person, arising out of or relating to: (a) this Agreement; (b) your use of the Site or the Services, including any data or work transmitted or received by you; and (c) any libelous, slanderous, indecent or other statement concerning any person made or republished by you.
MISCELLANEOUS
COPYRIGHT INFRINGEMENT
If you believe that work belonging to you has been unlawfully copied onto the Site without your permission, please notify Entheos Network by sending a written notification of claimed infringement to:
Entheos Network, Inc., Attn: Legal Department; legal@entheos.network.
In accordance with the Digital Millennium Copyright Act, your notification must include:
· A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
· Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
· Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material.
· Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
· A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. It is Entheos Network’s policy to remove any Submission concerning which a notice of claimed infringement has been received and investigate and permanently remove such Submission if deemed appropriate under the circumstances. Repeat offenders will have access privileges denied and such activity will result in termination of this Agreement. Also, we will notify the user and, if requested, provide the report to the user. Please note that in addition to being forwarded to the user who provided the allegedly infringing content, a copy of this legal notice (with your personal information removed) may be sent to a third-party which may publish and/or annotate it.
If a user of our websites believes that their content was removed or disabled by mistake or misidentification, the Visitor can send us a written counter-notification which includes the following:
We will restore the removed or disabled content following 10 business days from the date that we received a proper written counter notification, unless our copyright agent first receives notice that a court action has been filed to restrain the user from engaging in infringing activity related to the removed or disabled content.
INTELLECTUAL PROPERTY
Services are protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions, and other intellectual property laws. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section 2), create derivative works based on, distribute, perform, display, or in any way exploit, any of the Content, software, materials, or Services in whole or in part. Entheos Network grants you a limited, non-exclusive, worldwide, royalty-free, non-sublicensable license to access and use the Site and the Services in accordance with this Agreement during the term. The Agreement does not transfer from Entheos Network to you any Entheos Network or third-party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Entheos Network.
BREACH OF AGREEMENT, REMEDIES AND ARBITRATION
If you fail to abide by these terms or undertake any illegal activity, Entheos Network may suspend your access and remove, block or restrict any Submission. Entheos Network may also send an email that informs you that your Submission has been deleted or edited. Repeated inappropriate Submissions may result in your relevant account or accounts being placed into temporary or permanent suspension of your ability to participate in any or all of the areas on the Site.
If you post or send offensive or inappropriate content anywhere on or to the Site or otherwise engage in any disruptive behavior which Entheos Network considers to be serious and/or repeated, Entheos Network may use all available information about you to stop any further infringements. This may include informing relevant third parties such as your employer, school, Internet service provider, or law enforcement authorities of the infringement or other illegal activity.
Entheos Network may cooperate with legal authorities or third parties in the investigation of any suspected or alleged crime or civil wrong. Breach of this TOS may result in the suspension or termination of either access to the Services and your Entheos Network account or other appropriate actions. When you use the Services, the third-party from whom Entheos Network has obtained the right to access the applicable wireless connection point at which the Services are being used is an intended third-party beneficiary of this TOS. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of your right to access or use the Services.
Entheos Network reserves the right to delete any Submission, or take action against any account, at any time, for any reason.
You agree that, except as otherwise provided herein, all disputes between you and Entheos Network (whether or not such dispute involves a third party) will be resolved by binding, individual arbitration under the American Arbitration Association’s rules for arbitration of consumer-related disputes and the parties hereby expressly waive trial by jury. As an alternative, you may bring a claim in your local “small claims” court if permitted by that court’s rules. Notwithstanding the foregoing, either party may seek emergency injunctive relief by filing for such in accordance with the Governing Law and Venue section 13(c). Further, you may bring claims only on your own behalf. Neither party may participate in a class action or class-wide arbitration for any claims covered by this Agreement. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if Entheos Network is a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act. In the event the American Arbitration Association is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either party may elect to have the arbitration administered instead by the Judicial Arbitration and Mediation Services. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with this Agreement. You may opt out of this agreement to arbitrate. If you do opt out, neither party can require the other to participate in an arbitration proceeding. To opt out, you must notify Entheos Network in writing within thirty (30) days of the date that you first became subject to this arbitration provision. You must use this address to opt out: Entheos Network, Inc. ATTN: LEGAL – Arbitration Opt-Out, legal@entheos.network. You must include your name, residence address, and a clear statement that you want to opt out of this arbitration agreement. If the prohibition against class actions and other claims brought on behalf of third parties or arbitration clause contained above is found to be unenforceable or if you opt-out of arbitration then all of the preceding language in this section will be null and void and the Governing Law and Venue section, above, shall control. This arbitration agreement will survive the termination of your relationship with us.
