Privacy Policy
This Privacy Policy (“Privacy Policy”) relates to your use of any TargetX.com, LLC (“TargetX”, “us” or “we”) website, application and/or any accompanying software or service (individually and collectively, the “TargetX Product”) By downloading, installing, accessing or using the TargetX Product you are bound by this Privacy Policy.
TargetX may amend this Privacy Policy (i.e. change, delete or add new provisions) at any time, which amendments will become effective immediately when posted. You must review this Privacy Policy before you use the TargetX Product because by using the TargetX Product after we make any amendments to this Privacy Policy, you agree to the Privacy Policy, as amended. Unless you earlier accept them by your continued use of the TargetX Product, any amendments or changes will automatically be effective thirty (30) days after they are initially posted on the TargetX Product.
Your privacy is very important to us and we have developed this policy in order for you to understand how we collect, use, communicate and disclose information. This Privacy Policy governs information we receive from you or about you and explains how we may collect, use, and in some instances share this information.
1. Information We Collect and How We Use It. In order to provide and enhance our website and services, we may collect the following types of information:
a. Information you provide – TargetX collects personal information that users provide through optional, voluntary submissions, such as email and online registration forms. Personal information means any information that may be used to identify an individual, including, but not limited to, your name, and email address. The types and amount of personal information we collect may vary, depending on what information you choose to provide. Some of the ways in which we use this information are to
i. provide our application services,
ii. provide you with content relevant to you,
iii. offer personalized features,
iv. tailor your user experience,
v. allow you to connect to and share information with other users,
vi. validate your identity,
vii. prevent fraud, and
viii. provide customer services including technical support.
When you allow others to view your profile, send messages, post messages, or otherwise share personal information with other users, we cannot control and are not responsible for the actions of other users in handling the information. Any improper collection or misuse of information is a violation of our Terms of Service and should be reported to privacy@targetx.com.
b. Information from your school – TargetX partners with certain educational institutions that provide us with certain information about their students. Depending on TargetX’s relationship with the institutions, and if you have not already provided this information to us, this information may include
i. basic student directory information such as name, email address, and phone number.
ii. demographic information such as minority status, hometown and high school.
iii. geographic, financial, and other information about you and your background.
iv. academic records such as your major and course load.
When you enroll at a school that partners with TargetX, you give your school permission to release certain information to organizations like TargetX and TargetX uses that information to provide its services to you. If you would prefer that information used by our system not be made available to TargetX, please tell us by using privacy@targetx.com and we will do our best to respect your request and remove any
such information we may have received. Some TargetX services depend on receipt of this information from educational institutions and do not function without it. The information and data exchanged and shared through use of the TargetX Product may constitute personally identifiable information contained in education records maintained on behalf of the institution, which information is subject to the protections of the Family Educational Rights and Privacy Act (FERPA). Accordingly, any disclosure of such information will be subject to the requirements of the FERPA regulations.
c. Information on Usage – We track the usage of the TargetX Product to improve the services we offer to our users. For example, we collect user traffic patterns to help improve site flow and usability. We
may use anonymous usage data to define various user types and customize the experience for those user types, including notifying them of particular features made just for them or requesting particular actions beneficial to the overall experience with our applications.
d. Information from Other Sources – We may also collect information about you from other sources, such as from other users of our services (for example, messages sent to you by other users) in order to provide our services, more useful information, and a more personalized experience.
e. Messages and Content – We may collect and store any messages, posts or content that you send or upload using the TargetX Product. We may also remove any messages, posts or content that we find objectionable or that violate the End User License Agreement that governs your use of the TargetX Product.
f. Cookies – Our partners or we will also collect information from you when You use the TargetX Product in the form of cookies. A cookie is a text file that a web-service can store on Your web browser and later retrieve. A cookie enables the TargetX Product to recognize You as a prior user, provides the TargetX Product with information regarding Your prior use and assists Us in determining what portions of the TargetX Product are most appropriate for You. Your Web browser may provide You with the ability to
reject cookies. To take full advantage of the TargetX Product, We recommend that You accept cookies from the TargetX Product. If you reset your browser to refuse all cookies or to indicate when a cookie is being sent. some services may not function properly.
2. Use of Information We may use and/or share your information and information we collect in connection with your use of the TargetX Product as follows:
a. in any manner to improve the TargetX Product;
b. if you provide information in response to any forms that we host for our client educational institutions, we will transmit your personal information to those parties identified in the applications, contributions, scholarships, or other forms you choose to submit and, if applicable, to the third party service providers specified by the client institutions. The client institution’s privacy policies and practices,
and not this Privacy Policy, govern the client institution’s use of that personal information;
c. to share information with companies that provide support services to us (e.g. website hosts, software developers, researchers) that allow us to provide the TargetX Product and that help us market our TargetX Product, which companies may use information about you to perform their functions on our behalf;
d. to communicate with you about the TargetX Product, accounts and program participation, based on your requests, profiles, patterns, habits, preferences and usage statistics, which may be through notifications pushed to the TargetX Product on your mobile device;
e. to process and manage your use of the TargetX Product;
f. to respond to your inquiries, post your comments or statements on any blog, social media site or other online forum maintained in connection with the TargetX Product, or take other actions in response to your inquiries or other TargetX Product related activities;
g. if you participate in any blog, social media or other online forum in connection with the TargetX Product, we may share any personal information that you post with other forum participants and users of the TargetX Product;
h. with respect to the information you provide or information we collect about you in connection with the TargetX Product, we may (a) analyze and share that information either in anonymized format that does not directly identify you or when aggregated with anonymized information from other users of the TargetX Products, (b) use it to develop new products or services or to modify existing products or services, including the TargetX Product, and (b) include that information with similar information from
other users of the TargetX Product and share it with third parties.
We also may use and disclose information (1) upon lawful request, in response to legal process, and when required to comply with laws, (2) to enforce our agreements, corporate policies, and terms of use or (3) to protect the rights, property or safety of our employees, agents, customers, other users of the TargetX Product and other third-parties), (4) to investigate, prevent or take action regarding suspected or
actual illegal activities or to assist government enforcement agencies; (5) to investigate, prevent or take action regarding any violation of this Privacy Policy or the End User License Agreement governing your use of the TargetX Product, (6) if doing so is appropriate to carry out a user’s request, reasonably necessary to offer the service, or reasonably believed to be legally required, or is in TargetX’s interest to
protect its property or other legal rights or the rights or property of others and/or (7) to investigate and defend us against any third-party claims or allegations, or to protect the security or integrity of our TargetX Product.
We may also provide information we receive from you to our subsidiaries, affiliated companies, or other trusted businesses or persons for the purpose of processing personal information on our behalf, facilitating our business, and for any other purposes identified above.
In connection with any sale of the assets or equity, a financing or change-of-control of TargetX or its affiliates we may disclose, share and/or transfer personal information and data we have collected with third-parties involved in such transactions (e.g. if we sell the TargetX Product to a third-party buyer, we will share and transfer information about you and other users with and to that buyer).
3. Changing or Removing Information. TargetX does not allow you to change privacy and security settings on the information collected by TargetX. You can also not edit or remove personal data. The only way that you can stop TargetX from continuing to collect information from you is to deactivate your TargetX account by deactivating your account via the mobile application or contacting TargetX support at support@targetx.com. However, even if you deactivate your account, any information you provided to TargetX or that TargetX collected about you before deactivation may persist in backup copies, but will not be generally available to users of TargetX services, unless you posted or shared that information with others (e.g. participating in an organization wall).
4. Children. We do not knowingly request or collect personal information from anyone under the age of 13. TargetX’s website and its services are not intended for or designed to be used by anyone under 13 years of age. If you use our service, you represent that you are 13 years of age or older. We recommend that minors over the age of 13 ask their parents for permission before sending any information about
themselves to anyone over the Internet.
5. Links. TargetX’s Platform may contain links to non-TargetX websites or content, such as to university or course webpages. We are not responsible for the privacy practices of other websites. We encourage our users to be aware when they leave our site to review the privacy terms of other websites that collect personal information.
6. International Visitors and Customers. This website is hosted in the United States. If you are visiting from the European Union or other regions with laws governing data collection and use that may differ from U.S. law, please note that you are transferring your personal data to the United States which does
not have the same data protection laws as the EU and by providing your personal data you consent to:
• the use of your personal data for the uses identified above in accordance with this Privacy Policy; and
• the transfer of your personal data to the United States as indicated above.
7. Security. We use standard practices including secure server layer software (SSL) and firewalls to protect your personal information from unauthorized access, disclosure, alteration, or destruction. However, please note that this is not a guarantee that such information may not be accessed, disclosed, altered, or destroyed by breach of such firewalls and secure server software. We are not responsible for the circumvention of any privacy settings or security measures associated with our website or our services offered on other websites. No data transmissions over the Internet can be guaranteed to be 100% secure. Consequently, we cannot ensure or warrant the security of any information you transmit to us and you do so at your own risk. Once we receive your transmission, we make reasonable efforts to ensure security on our systems. If TargetX learns of a security systems breach, we may attempt to notify you electronically so that you can take appropriate protective steps. By using this website, or providing
personal information to us, you agree that we can communicate with you electronically regarding security, privacy, and administrative issues relating to your use of this website and TargetX’s services on other websites. TargetX may post a notice on our website if a security breach occurs, the viewing of which requires a web browser. In these circumstances, TargetX may also send an email to you at the email address you have provided to us. Depending on where you live, you may have a legal right to receive
notice of a security breach in writing. To receive free written notice of a security breach (or to withdraw your consent from receiving electronic notice) you should notify us at privacy@targetx.com.
8. Contacting TargetX
If you have any questions about this Privacy Policy, please email us at privacy@targetx.com. Attention: Privacy Officer.
If you have a privacy concern regarding the use of data you have provided to TargetX, or regarding this Privacy Policy generally, and you cannot satisfactorily resolve it through the use of TargetX’s website or TargetX’s services on other websites, please write to: privacy@targetx.com. In the event that we are still unable to resolve your concerns, TargetX is committed to cooperating to achieve a proper resolution of
your privacy concerns.
In addition, if you are a California resident you may request certain details under California law about how their information is shared with third parties for direct marketing purposes by contacting us at privacy@targetx.com.
Updated: November 10, 2016
End User License Agreement
This End User License Agreement (“Agreement”) is between you (whether you are an individual or an entity) and TargetX.com, LLC (“TargetX”). By downloading, installing, accessing or using this or any other application and any accompanying software or service (individually and collectively, the “TargetX Product”) you are bound by this Agreement.
TargetX may amend this Agreement (i.e. change, delete or add new provisions) at any time, which
amendments will become effective immediately when posted. You must review this Agreement before you use the TargetX Product because by using the TargetX Product after we make any amendments to this Agreement, you agree to the Agreement, as amended. Unless you earlier accept them by your continued use of the TargetX Product, any amendments or changes will automatically be effective thirty (30) days after they are initially posted on the TargetX Product.
This Agreement governs any upgrades or updates to the TargetX Product, unless a separate agreement accompanies the upgrade or update.
Additional notices, terms, and conditions may apply to receipt of services, participation in a particular program, training, authorized user registration to the TargetX Product or specific portions and features of the TargetX Product, all of which are made a part of this Agreement by this reference.
1. Eligibility. TargetX provides various software services including the TargetX Product, to colleges and universities (“Schools”). The Schools then provide accounts on the TargetX Product to their applicants and students. The TargetX Product is available to persons over the age of 18 and to selected persons under 18 who are permitted to use the TargetX Product by Schools.
2. Fees. We do not currently charge any fees for use of the TargetX Product. Although we do not currently expect to charge any fees for use of the TargetX Product, we may later decide to charge a fee by amending this Agreement. Also, if you access the TargetX Product via a mobile device your carrier’s normal rates and fees for data and text messaging will apply.
3. License Grant
a. Subject to Your compliance with This Agreement, TargetX hereby grants to You a personal, limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the TargetX Product for your own personal and noncommercial use in connection with your relationship with a School.
b. The TargetX Product may incorporate TargetX content and third-party content, which may be targeted to You based on User Content or information on the TargetX Product, queries made through the TargetX Product, or other information. TargetX and its third party providers and partners may place such content on the TargetX Product or in connection with the display of User Content or information from the TargetX Product whether submitted by You or others.
c. TargetX its affiliates and licensors own or control the TargetX Product, all of its contents and all related intellectual property rights. Except for the limited license granted to you in this Agreement, TargetX, its affiliates and licensors retain all right, title and interest in the TargetX Product, including all intellectual property rights.
d. TargetX may exercise whatever means it deems necessary to prevent unauthorized use of the TargetX Product, including, but not limited to, technological barriers, IP mapping, and directly contacting Your Internet Service Provider (ISP) regarding such unauthorized use.
4. User Content License Grant; Representations and Warranties
a. You are able to upload text, pictures and other content (“User Content”) to or through the TargetX Product. User Content shall also include data that you authorize TargetX to collect. By distributing or disseminating User Content through the TargetX Product, You hereby grant to TargetX a non-exclusive, worldwide, royalty-free, transferable and sub-licensable right and license to host, transfer, display, perform, reproduce, copy, distribute and make derivative works of Your User Content (and any copyrights, publicity, database and other proprietary rights therein) to parties within the School that has licensed the application on Your behalf and for anonymous representations of our product in marketing, in any media formats and through any media channels. We may share your User Content with any third-parties in our sole discretion. The foregoing license shall survive any termination of this Agreement or your account with TargetX.
b. You hereby grant to each other User that is authorized to access Your User Content a limited, royalty-free, paid-up, non-exclusive, personal license to access and use such User Content in the manner contemplated by this Agreement and the TargetX Product.
c. You are solely responsible for Your User Content and the consequences of posting or publishing them. By uploading and publishing Your User Content, You affirm, represent, and warrant that You are the creator and owner of or have the necessary licenses,
rights, consents, and permissions to use and to authorize TargetX and TargetX’s Users to use and distribute Your User Content as necessary to exercise the licenses granted by You in this Section and in the manner contemplated by TargetX and this Agreement.
d. When using the TargetX Product You will be exposed to User Content or other content from a variety of sources, and that TargetX is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to such User Content and other content.
You may be exposed to User Content and other content that is inaccurate, offensive, indecent or objectionable, and You agree to waive, and hereby do waive, any legal or equitable rights or remedies You have or may have against TargetX with respect thereto. TargetX does not endorse any User Content and other content or any opinion, recommendation or advice expressed therein, and TargetX expressly disclaims all liability in connection with User Content and other content.
e. Prohibited Conduct. You may not:
i. use the TargetX Product for any purposes other than (i) to disseminate or receive original or appropriately licensed content, or (ii) to access the TargetX Product as such services are offered by TargetX;
ii. rent, lease, loan, sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the TargetX Product or any content contained therein;
iii. post, upload, or distribute any defamatory, libelous, or inaccurate content;
iv. post, upload, or distribute any User Content or other content that is unlawful or that a reasonable person could deem to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically offensive, or otherwise inappropriate as reasonably determined by TargetX;
v. impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the TargetX Product accounts of others without permission, forge another persons’ digital signature, misrepresent the source, identity, or content of information transmitted via the TargetX Product, or perform any other similar fraudulent activity;
vi. make unsolicited offers, advertisements, proposals, or send junk mail or spam to other Users of the TargetX Product. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures;
vii. use the TargetX Product for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy;
viii.use the TargetX Product in violation of any School policy;
ix. remove, circumvent, disable, damage or otherwise interfere with security-related features of the TargetX Product or User Content, features that prevent or restrict use or copying of any content accessible through the TargetX Product, or features that enforce limitations on the use of the TargetX Product or User Content;
x. reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the TargetX Product or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
xi. modify, adapt, translate or create derivative works based upon the TargetX Product or any part thereof;
xii. intentionally interfere with or damage operation of the TargetX Product or any user’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code.
9. In addition to its other rights and remedies under this Agreement, TargetX may refer any suspected any activity that violates this Section 4 (and any User Content) to the School and appropriate law enforcement authorities.
5. Copyright and Digital Millennium Copyright Act. TargetX is committed to complying with copyright and related laws, and requires all users of the Application to comply with these laws. Accordingly, you may not store any material or content or use or disseminate any material or content though the Application in any manner that constitutes an infringement of third party intellectual property rights, including rights granted by copyright law. Owners of copyrighted works who believe that their rights under copyright law have been infringed may take advantage of certain provisions of the Digital Millennium Copyright Act of 1998 (the “DMCA”) to report alleged infringements. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights.
TargetX will terminate the use privileges of any user who repeatedly infringes the copyright rights of others upon receipt of proper notification to TargetX by the copyright owner or the copyright owner’s legal agent. If you feel that a posted message is objectionable or infringing, we encourage you to contact us immediately. Upon our receipt of a proper notice of claimed infringement under the DMCA, we will respond expeditiously to remove, or disable access to, the material claimed to be infringing and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content in issue. TargetX’s designated agent (i.e., the proper party) to whom you should address such notice is listed below. If you believe that your work has been copied and posted using the Application in a way that constitutes copyright infringement, please provide our designated agent with the following information:
• an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
• a description of the copyrighted work or other intellectual property that you claim has been infringed;
• a description of where the material that you claim is infringing is located to permit us to locate the
material;
• 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; and
• a statement by you, made under penalty of perjury, that the information contained in your report is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Notice of claims of copyright infringement should be sent to our agent at copyright@targetx.com with the subject line DMCA. Address your correspondence to: DMCA Officer.
6. Account Security. You may be required to register as an authorized user for access to the Application, which may require both a user name and a password (“Authorized User Credentials”). You may also have to provide certain registration information, all of which must be accurate and updated. You are not allowed to share or give your Authorized User Credentials to anyone else. You are responsible for
maintaining the confidentiality of your password. You agree not to use another person’s Authorized User Credentials or select Authorized User Credentials: (i) with the intent to impersonate another person; (ii) subject to the rights of another person without authorization; (iii) in violation of the intellectual property rights of another person; or (iv) that TargetX, in its sole discretion, deems inappropriate or offensive or discriminates on the basis of race, color, sex, language, religion, political or other opinion, national or social origin, property, birth or other status. You have no ownership or other property interest in your account and/or user name, and all rights in and to your user name and account are and will forever be owned by and inure to the benefit of TargetX. TargetX will not be liable for any loss or damage arising from your failure to comply with these obligations. TargetX may delete or change Authorized User Credentials (with notice) at any time and for any reason. You may be liable for the losses incurred by TargetX or others due to any unauthorized use of Your TargetX Product account.
7. Third-Party Sites, Products and Services; Links The TargetX Product may include links or references to other information, resources, web sites or services solely as a convenience to Users (“External Sites”). TargetX does not endorse any such External Sites or the information, materials, products, or services contained on or accessible through External Sites. In addition, Your correspondence or business dealings with, any External Sites found on or through the TargetX Product are solely between You and the applicable third-party. Access and use of External Sites, including the information, materials, products, and services on or available through External Sites is solely at Your own risk.
8. Termination; Terms of Service Violations. TargetX may in its sole discretion at any time without penalty (i) suspend or terminate any account (or any part thereof) You may have with TargetX or Your use of the TargetX Product and remove and discard all or any part of Your account, User profile, and any User and (ii) discontinue providing access to the TargetX Product, or any part thereof, with or without notice. Any termination or suspension of Your access to the TargetX Product or any account You may have or portion thereof may be effected without prior notice, and TargetX will not be liable to You or any third party for any such termination or suspension. You. Your only remedy with respect to any dissatisfaction with (i) the TargetX Product, (ii) any term of this Agreement, (iii) any policy or practice of TargetX in operating the TargetX Product, or (iv) any content or information transmitted through the TargetX Product, is to terminate this Agreement and Your account. You may terminate this Agreement at any time by discontinuing use of all parts of the TargetX Product and uninstalling the TargetX Product.
9. Indemnification. You agree to indemnify, defend and hold TargetX, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of Your use or misuse of the TargetX Product, your User Content, any violation by You of this Agreement, or any breach of the representations, warranties, and covenants made by You herein. TargetX reserves the
right, at Your expense, to assume the exclusive defense and control of any matter for which You are required to indemnify TargetX, and You agree to cooperate with TargetX’s defense of these claims. TargetX will use reasonable efforts to notify You of any such claim, action, or proceeding upon becoming aware of it.
10. Disclaimers; No Warranties TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, TARGETX, AND ITS AFFILIATES, SCHOOLS, PARTNERS, LICENSORS AND SUPPLIERS (COLLECTIVELY “AFFILIATES”) DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TARGETX OR THROUGH THE TARGETX
PRODUCT WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. YOU EXPRESSLY ACKNOWLEDGE THAT AS USED IN THIS SECTION 10, “TARGETX” INCLUDES TARGETX’S OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSORS AND SUBCONTRACTORS.
a. YOUR USE OF THE TARGETX PRODUCT IS AT YOUR SOLE RISK. THE TARGETX PRODUCT AND ANY DATA, INFORMATION, THIRD-PARTY SOFTWARE, USER CONTENT, COMMERCIAL CONTENT, EXTERNAL SITES, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE TARGETX PRODUCT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE”, “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED.
b. TARGETX AND ITS AFFILIATES DO NOT WARRANT THAT THE DATA, USER CONTENT, COMMERCIAL CONTENT, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE TARGETX PRODUCT OR ANY EXTERNAL SITES WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.
c. TARGETX AND ITS AFFILIATES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE TARGETX PRODUCT OR ANY EXTERNAL SITES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
11. Limitation of Liability and Damages NEITHER TARGETX NOR ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, DIRECTORS, OFFICERS OR AGENTS (SUCH CONTRACTORS, EMPLOYEES, DIRECTORS, OFFICERS AND AGENTS COLLECTIVELY “AGENTS”), IS OR WILL BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THAT
RESULT FROM YOUR USE OR YOUR INABILITY TO USE THE MATERIALS (INCLUDING USER CONTENT) ON THE TARGETX PRODUCT OR ANY EXTERNAL SITES, OR ANY OTHER ONLINE OR OFFLINE INTERACTION FACILITATED THROUGH USE OF THE TARGETX PRODUCT, EVEN IF TARGETX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
a. IN NO EVENT WILL TARGETX OR ITS SUCCESSORS, AFFILIATE OR AGENTS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THE TARGETX PRODUCT OR YOUR ONLINE OR OFFLINE INTERACTION FACILITATED THROUGH USE OF THE TARGETX PRODUCT (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE AMOUNT PAID BY YOU, IF ANY, TO TARGETX DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER.
b. THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BECAUSE of ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY EXTERNAL SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN TARGETX AND RECEIVED THROUGH OR MENTIONED ON THE TARGETX PRODUCT OR RECEIVED THROUGH ANY EXTERNAL SITES. TARGETX HAS OFFERED ITS PRODUCTS AND SERVICES, SET ITS PRICES, AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND TARGETX, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND TARGETX. TARGETX WOULD NOT BE ABLE TO PROVIDE THE TARGETX PRODUCT TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.
c. CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IS SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THIS AGREEMENT APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION WHERE YOU ARE LOCATED.
12. PRIVACY POLICY. Your use of the TargetX Product constitutes acceptance our Privacy Policy: https://www.targetx.com/about-us/privacy.
13. Miscellaneous.
a. If you have a dispute with one or more Users, you release TargetX and TargetX’s successors, Affiliates and Agents) from claims, demands and damages (actual
and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” and, if you are not a California resident, you waive any applicable state statutes of a similar effect.
b. TargetX may provide You with notices, including those regarding changes to TargetX’s terms and conditions, by email, regular mail or postings on the TargetX Product. Notice will be deemed given twenty-four hours after email is sent, unless TargetX is notified that the email address is invalid. Notice posted on the TargetX Product is deemed given 30 days following the initial posting.
c. The failure of TargetX to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. Any waiver of any provision of this Agreement will be effective only if in writing and signed by TargetX.
d. This Agreement will be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without giving effect to any principles of conflicts of law. The parties agree that the federal and state courts residing in Philadelphia, Pennsylvania will have exclusive jurisdiction over this Agreement. You will not consolidate or seek class treatment for any claim with respect to the TargetX Product and you will not join any purported class action involving the TargetX Product
e. If you are using or opening an account with TargetX on behalf of a School then you represent and warrant that you: (i) are an authorized representative of that School with the authority to bind such organization to this Agreement; (ii) have read the foregoing terms; (iii) understand this Agreement, and (iv) agree to this Agreement on behalf of such School.
f. If any provision of this Agreement or any Policies is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from this Agreement to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
g. This Agreement and related Policies, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by TargetX without restriction. Any assignment attempted to be made in violation of this Agreement
shall be void.
h. Upon termination of this Agreement, any provision that, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 4, 6 and 10-1.
i. The heading references herein are for convenience purposes only, do not constitute a part of this Agreement, and will not be deemed to limit or affect any of the provisions hereof.
j. This is the entire agreement between You and TargetX relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to this Agreement or Policies made by TargetX as set forth above.
k. The parties specifically disavow any desire or intention to create a “third party” beneficiary contract, and specifically declare that no person, except for the parties and their permitted assigns, shall have any rights hereunder nor any right of enforcement hereof. Notwithstanding the foregoing, if you access the TargetX Product using an Android, Apple iOS, or Microsoft Windows-powered device, or the Amazon cloud interface, then Google, Inc. (“Google”), Apple Inc. (“Apple”), Microsoft Corporation (“Microsoft”), and Amazon Digital Services, Inc. (“Amazon”), respectively, shall be a
third-party beneficiary to this Agreement. However, these third-party beneficiaries are not a party to this Agreement, and are not responsible for the provision or support of the TargetX Product.
Updated: November 8, 2016