Open Market Stack(OMS)  Terms of Service
Effective Date: 8-15-2014

This is an agreement between you or the entity that you represent (hereinafter “You” or “Your”) AND Open Market Stack (hereinafter “OMS”) GOVERNING YOUR USE OF Open Market Stack marketing and business management services. This Agreement consists of the following terms and conditions (hereinafter the “Terms”).

Acceptance of the Terms

You must be of legal age to enter into a binding agreement in order to accept the Terms. If you do not agree to the Terms, do not use any of our Services. You can accept the Terms by checking a checkbox or clicking on a button indicating your acceptance of the terms, or by actually using our Services. Employees or affiliates of businesses offering services that directly compete with any of OMS’s services are expressly prohibited from accessing any of OMS’s services for competitive research or related activities.

Description of Service

OMS services (“Service” or “Services”) provides marketing and business relationship management application for businesses. The application enables professionals to market their business and manage Clients, Engagements, Contacts, Accounts, Campaigns, Sales Pipeline, Projects, Inventory, and includes a host of features such as Dashboards, Reports, Access Control, etc. You may use the Services for your personal and business use or for internal business purpose in the organization that you represent. You may connect to the Services using any Internet browser supported by the Services. You are responsible for obtaining access to the Internet and the equipment necessary to use the Services. You can create and edit content with your user account and if you choose to do so, you can publish and share such content. We need to add something about web/communications/mass-email.

Subscription to Free Trial

We offer new customers a license to try our services for free (“Trial”) for a limited period of time. You are under no obligation to acquire a subscription to use any paid Service as a result of your subscription to Trial. At the end of the Trial, you may either subscribe for Service or your account will be suspended. During your 30-day suspension, you may view and download information from your practice management system. Create and edit functions will not be available. You may reinstate your full account with all Services within 60 days with a paid subscription.

Subscription to Beta Services

We may offer certain Services as closed or open beta services (“Beta Service” or “Beta Services”) for the purpose of testing and evaluation. You agree that we have the sole authority and discretion to determine the period of time for testing and evaluation of Beta Services. We will be the sole judge of the success of such testing and the decision, if any, to offer the Beta Services as commercial services. You will be under no obligation to acquire a subscription to use any paid Service as a result of your subscription to any Beta Service. We reserve the right to fully or partially discontinue, at any time and from time to time, temporarily or permanently, any of the Beta Services with or without notice to you. You agree that OMS will not be liable to you or to any third party for any harm related to, arising out of, or caused by the modification, suspension or discontinuance of any of the Beta Services for any reason.

Modification of Terms of Service

We may modify the Terms upon notice to you at any time. You will be provided notice of any such modification by electronic mail or by publishing the changes on the OMS website under Terms of Service. You may terminate your use of the Services if the Terms are modified in a manner that substantially affects your rights in connection with use of the Services. Your continued use of the Service after notice of any change to the Terms will be deemed to be your agreement to the amended Terms.

User Sign up Obligations

You need to sign up for a user account by providing all required information in order to access or use the Services. If you represent an organization and wish to use the Services for corporate internal use, we recommend that you, and all other users from your organization, sign up for user accounts by providing your corporate contact information.

In particular, we recommend that you use your corporate email address. You agree to:
a) Provide true, accurate, current and complete information about yourself as prompted by the sign up process; and
b) Maintain and promptly update the information provided during sign up to keep it true, accurate, current, and complete.

OMS does offer email and website domain options for users as part of the sign-up process. If you provide your own domain information, OMS assumes you are legally registered to do business as the name you provide in your user account.

If you provide any information that is untrue, inaccurate, outdated, or incomplete, or if OMS has reasonable grounds to suspect that such information is untrue, inaccurate, outdated, or incomplete, OMS may terminate your user account and refuse current or future use of any or all of the Services.

Payments and Subscription Changes

Subscribers with paying subscriptions will provide a valid credit card for payment of the monthly subscription fees to OMS. All subscription fees are inclusive of all federal, state, provincial, municipal or other taxes.
Subscribers with paying subscriptions will be charged monthly starting on the 30th day after the subscription was initially created. Subscriptions canceled prior to the processing of the first invoice on the 30th day, will not be charged. Such Subscribers will thereafter be charged in advance on a monthly basis, and the charge is non-refundable. No refunds or credits will be issued for partial months of service, upgrade/downgrade refunds, or refunds for months unused with an active subscription.

There are no charges for canceling a subscription, and paying subscriptions cancelled prior to the end of the current month will not be charged again in the following month.

The amount charged on the next billing cycle will be automatically updated to reflect any changes to the subscription, including upgrades or downgrades. Subscription changes, including downgrades, may result in loss of Content, features, or an increase or reduction in the amount of available capacity for Content provided by the Service.

All prices are subject to change upon notice. Such notice may be provided by an e-mail message to the Administrator, or in the form of an announcement on the Service.

Personal Information and Privacy

Personal information you provide to OMS through the Service is governed by OMS Privacy Policy. Your election to use the Service indicates your acceptance of the terms of the Privacy Policy. You are responsible for maintaining the confidentiality of your username, password and other sensitive information. You are responsible for all activities that occur in your user account and you agree to inform us immediately of any unauthorized use of your user account by email to useraccounts@apairta.com or by calling us on any of the numbers listed on our contact page. We are not responsible for any loss or damage to you or to any third party incurred as a result of any unauthorized access and/or use of your user account, or otherwise.

Communications from OMS

The Service may include certain communications from OMS, such as service announcements, administrative messages and newsletters. You understand that these communications shall be considered part of using the Services. As part of our policy to provide you total privacy, we also provide you the option of opting out from receiving newsletters from us. However, you will not be able to opt-out from receiving service announcements and administrative messages as they will contain information directly related to your Services.

Technical support is only provided to trial and active users with paying subscriptions. Contact for all technical support cases can be started via email at support@apairta.com. Each customer will receive INSERT NUMBER of technical support hours each month with their active account. Additional support is available at a contracted hourly rate that is billed in addition to monthly subscriptions.

Marketing and communications support is also provided to trial and active users with paying subscriptions. These support services include marketing programs, writing, design and communication support. Contact for all marketing related activities can be started via email at marketing@apairta.com. Marketing support is available at a contracted hourly rate that is billed in addition to monthly subscriptions.

Fees and Payments

After your free trial period ends, and at the end of each OMS subscription period, subscriptions are automatically renewed and billed to the credit card entered in the OMS Billing section. You can discontinue this subscription at any time through the aforementioned Billing section. Cancellations that are made prior to the end of any subscription period will stop the automatic renewal of your OMS subscription at the end of the subscription period. Your account will remain active until the end of the subscription period that has been paid in full. No refunds can be issued for the unused portion of any subscription period that has already been paid. We reserve the right to modify subscription fees and to charge for the use of Services that are currently available free of charge. You will not be charged for using any Service unless you have opted-in for a paid subscription plan.

All migration services are non-refundable. Information on migration services is available on our migration page.

Restrictions on Use

In addition to all other terms and conditions of this Agreement, you shall not:
(i) Transfer or otherwise make available to any third party the Services;
(ii) Provide any service based on the Services without prior written permission;
(iii) Use the third party links to sites without agreeing to their website terms & conditions;
(iv) Post links to third party sites or use their logo, company name, etc. without their prior written permission; or
(v) Use the Services for spamming and other illegal purposes.

Spamming and Illegal Activities

You agree to be solely responsible for the contents of your transmissions through the Services. You agree not to use the Services for illegal purposes or for the transmission of material that is unlawful, defamatory, harassing, libelous, invasive of another’s privacy, abusive, threatening, harmful, vulgar, pornographic, obscene, or is otherwise objectionable, offends religious sentiments, promotes racism, contains viruses, or that which infringes or may infringe intellectual property or other rights of another. You agree not to use the Services for the transmission of “junk mail,” “spam,” “chain letters,” “phishing” or unsolicited mass distribution of email. We reserve the right to terminate your access to the Services if there are reasonable grounds to believe that you have used the Services for any illegal or unauthorized activity.

Treatment of Trial Accounts When the Trial Period Expires

At the end of the Trial, you may either subscribe for Service or your account will be suspended. If a paid subscription is not created within 12 calendar days after the trial is completed, OMS will suspend the trial account and all associated trial data for 30 days. During the suspension period, you may view and download information from your business management system. Create and edit functions will not be available. You may reinstate your full account with all Services at any time with a paid subscription.

Data in Paid Accounts That Are Canceled or Overdue

If for any reason OMS is unable to successfully bill your preferred payment method, we reserve the right to suspend access to your account within 30 days of the failed billing attempt, and to suspend your account, users, and all associated data within 60 days of the first failed billing attempt. Your account and data will be fully restored upon full payment.

Data Ownership

We respect your right to ownership of content created or stored by you. You own the content created or stored by you. Unless specifically permitted by you, your use of the Services does not grant OMS or any of its partners the license to use, reproduce, adapt, modify, publish or distribute the content created by you or stored in your user account for OMS’s commercial, marketing or any similar purpose. You do grant OMS permission to access, copy, store and reformat, the content of your user account solely as required for the purpose of providing the Services to you.

Use of Extensions

When you enable an OMS extension that copies, modifies or displays your data, it can be reasonably inferred by you that this extension requires OMS to access, copy, distribute, store, transmit, or reformat your data in order to perform the function enabled by the extension. You grant OMS rights to do so in order to provide you with the added functionality.

When you enable an OMS extension that connects to a third-party application or service, you acknowledge that you agree to the third party’s terms of service, and grant OMS permission to access, copy, reformat, transmit, and to make available to the third party in question, any data required by the third party to render services to you. You further indemnify OMS of any liability associated with the third-party’s access to, and use of data provided to it on your behalf.

Communication Content Provided to Customers by OMSAs part of your Services, OMS provides all users with content (both text and images) for marketing, website and communication purposes. This content is offered exclusively by OMS and may be used during your free trial period and as long as you have an active subscription. Through your customer account, users have full administrative access to change all content.

OMS encourages its customers to improve the content on their publically facing marketing and business tools as this will improve their search engine ranking with Google and other key search engines. OMS is able to support all customers with the following at a contracted hourly rate that it billed in addition to monthly subscriptions:
• Website writing and copy development
• Website marketing
• Website design
• Marketing writing and program/campaign development
• Online and traditional marketing programs

For more information, email marketing@apairta.com.

User Generated Content

You may transmit or publish content created by you using our Services. However, you shall be solely responsible for such content and the consequences of its transmission or publication. You are responsible for ensuring that you do not accidentally make any private content publicly available. In the course of using the Services, if you come across any content with copyright notice(s) or any copy protection feature(s), you agree not to remove such copyright notice(s) or disable such copy protection feature(s) as the case may be. By making any copyrighted/copyrightable content available on any of the Services you affirm that you have the consent, authorization or permission, as the case may be from every person who may claim any rights in such content to make such content available in such manner. Further, by making any content available in the manner aforementioned, you expressly agree that OMS will have the right to block access to or remove such content made available by you, if OMS receives complaints concerning any illegality or infringement of third party rights in such content. By using any of the Services and transmitting or publishing any content using such Service, you expressly consent to determination of questions of illegality or infringement of third party rights in such content by the agent designated by OMS for this purpose.

Partners and Third-Party Vendors
OMS’s services are based on open source technologies. They assist OMS in providing necessary hardware, software, network storage and related technologies that are required to run our services. In using OMS’s services, users are inherently bound by the licensing agreements OMS has with these parties.
• Vtiger https://www.vtiger.com/open-source/
• WordPress http://codex.wordpress.org/License
• Ubuntu http://www.ubuntu.com/about/about-ubuntu/licensing
• Apache http://www.apache.org/licenses/LICENSE-2.0.html
• MySQL http://www.mysql.com/about/legal/licensing/oem/
• PHP http://php.net/license/

If you wish to file a complaint, regarding the violation of copyrights, you can send an email to legal@apairta.com

Sample Files and Applications

OMS may provide sample data and files for the purpose of demonstrating the possibility of using the Services effectively for specific purposes. The information contained in any such sample files and applications consists of random data. OMS makes no warranty, either express or implied, as to the accuracy, usefulness, completeness or reliability of the information or the sample files and applications.

Trademark

Legal Market Stack and OMS are trademarks of Open Market Stack.
You agree not to display or use, in any manner, the OMS trademarks, without OMS’s prior permission.
Disclaimer of Warranties

YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE USE OF THE SERVICES UNDER THIS AGREEMENT ARE PROVIDED ON AN “AS IS” AND “AS AVAIALBLE” BASIS. OMS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF (i) MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, (ii) UNINTERRUPTED, TIMELY, SECURE, OR VIRUS FREE SERVICE, (III) AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION PROVIDED THROUGH SERVCIES. USE OF ANY MATERIAL DOWNLOADED OR OBTAINED THROUGH THE USE OF THE SERVICES SHALL BE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE TELEPHONE, WIRELESS DEVICE OR DATA THAT RESULTS FROM THE USE OF THE SERVICES OR THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, OBTAINED BY YOU FROM OMS, ITS EMPLOYEES OR REPRESENTATIVES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.

Limitation of Liability

YOU AGREE THAT OMS SHALL, IN NO EVENT, BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER LOSS OR DAMAGE WHATSOEVER OR FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, LOSS OF BUSINESS INFORMATION, OR OTHER LOSS ARISING OUT OF OR CAUSED BY YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF OMS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH OMS RELATED TO ANY OF THE SERVICES SHALL BE TERMINATION OF SUCH SERVICE. IN NO EVENT SHALL OMS ENTIRE LIABILITY TO YOU IN RESPECT OF ANY SERVICE, WHETHER DIRECT OR INDIRECT, EXCEED THE FEES PAID BY YOU TOWARDS SUCH SERVICE.

Indemnification

You agree to indemnify and hold harmless OMS, its officers, directors, employees, suppliers, and affiliates, from and against any losses, damages, fines and expenses (including attorney’s fees and costs) arising out of or relating to any claims that you have used the Services in violation of another party’s rights, in violation of any law, in violations of any provisions of the Terms, or any other claim related to your use of the Services, except where such use is authorized by OMS.

Arbitration

Any controversy or claim arising out of or relating to the Terms shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The decision of the arbitrator shall be final and not open for appeal. The arbitration shall be conducted in North Carolina and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Notwithstanding anything to the contrary, OMS may at any time seek injunctions or other forms of equitable relief from any court of competent jurisdiction.

Suspension and Termination

We may suspend your user account or temporarily disable access to whole or part of any Service in the event of any suspected illegal activity, extended periods of inactivity or requests by law enforcement or other government agencies. Objections to suspension or disabling of user accounts should be made to legal@legalmarketstack.com within thirty days of being notified about the suspension. We may terminate a suspended or disabled user account after thirty days. We will also terminate your user account on your request. In addition, we reserve the right to terminate your user account and deny the Services upon reasonable belief that you have violated the Terms and to terminate your access to any Beta Service in case of unexpected technical issues or discontinuation of the Beta Service. Termination of user account will include denial of access to all Services, deletion of information in your user account such as your e-mail address and password and deletion of all data in your user account.

END OF TERMS OF SERVICE

If you have any questions or concerns regarding this agreement, please contact us at legal@apairta.com .