REYNA ITS WEBSITE TERMS OF USE

This website (including all pages, content and functionality of this website) (the “Site”) is provided by Reyna Information Technology Services, LLC (“Reyna ITS”). This Site allows you to purchase certain services, products, software and applications provided by Reyna ITS and/or third parties (“Services”) through the AppDirect Marketplace (the “Marketplace”), which includes a sign on platform provided by the Marketplace from which you can purchase and manage these Services. The Marketplace allows both Reyna ITS and independent software vendors (each, an "ISV") to make Services available to you. Each Service is subject to the separate terms of use and privacy policy applicable to the Service.

 

PLEASE READ THE FOLLOWING TERMS OF SERVICE CAREFULLY,

  1. THESE TERMS CONSTITUTE THE LEGAL AGREEMENT BETWEEN YOU AND REYNA ITS. BY ACCESSING, BROWSING, DOWNLOADING OR USING THE SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS AND FUTURE MODIFICATIONS (COLLECTIVELY, THE "TERMS"). IF AT ANY TIME YOU DO NOT AGREE TO THESE TERMS, YOU AGREE THAT YOU WILL IMMEDIATELY TERMINATE YOUR USE OF THE SITE. YOU MUST AGREE TO THE TERMS AND CONDITIONS OF THE MARKETPLACE, WHICH IS ACCESSIBLE THROUGH THE SITE, IN ORDER TO BE ABLE TO ACCESS AND USE THE MARKETPLACE.

  2. Eligibility.  You hereby represent that You are at least 18 years of age and have not been previously suspended or removed from using this Site. If you are using this Site on behalf of a company, entity, or organization (collectively, a "Subscribing Organization"), then You represent and warrant that You are an authorized representative of that Subscribing Organization with the authority to bind such Subscribing Organization to these Terms, and that You agree to these Terms on behalf of such Subscribing Organization.  In such a case, “You” or “Your” in these Terms refers to (i) your Subscribing Organization, (ii) you, an individual user, and (iii) any other Subscribing Organization personnel accessing and using this Site on the Subscribing Organization's behalf.

  3. Additional Terms and Policies. The following terms and policies are incorporated by reference into, and made part of, these Terms, as though set forth in full in these Terms:
    1. The Reyna ITS Privacy Policy, available at www.reynaits.com/privacy-policy which provides Reyna ITS's policies related to the collection, use, and disclosure of Your personal information;
    2. The AppDirect Marketplace Terms of Service, available at https://www.appdirect.com/about/terms-of-service, as updated from time to time; and
    3. Any additional posted policies, guidelines or rules applicable to the Marketplace or specific services and features of the Marketplace when and as posted from time to time (the "Policies").
  4. Permission to Access the Marketplace.
    1. Access to the Marketplace. Subject to Your ongoing compliance with these Terms, Reyna ITS hereby grants to You access to the Marketplace solely for Your internal business purposes to (i) search and browse Services available through the Marketplace (ii) to manage subscriptions to, and use Services purchased through the Marketplace; and (iii) in the case of a Subscribing Organization, to create individual user accounts allowing personnel of the Subscribing Organization to access and use the Marketplace.
    2. Accounts. You are solely responsible for maintaining the confidentiality of any accounts and passwords used in connection with the Marketplace. Reyna ITS shall have no responsibility for any account or password information created through the Marketplace.
  5. Terms of Purchase.
    1. Third Party Services. Some Services offered on the Marketplace are made available by third party providers that are not affiliated with Reyna ITS and, as such, You agree that Reyna ITS is not responsible for such Services. Your purchases of third party Services are concluded directly between You and the applicable ISV, and are subject to that ISV’s terms of use and privacy policy (the "ISV Terms"), which You agree to review and accept before processing Your transaction through the Marketplace. You agree to abide by the applicable ISV Terms.
    2. Transaction Processing. All Marketplace purchases are processed (and applicable fees are collected) on behalf of Reyna ITS by an independent third party payment processor (the “Payment Processor”), irrespective of whether the transaction itself is concluded between You and Reyna ITS or You and a third party, such as an ISV. As such, Reyna ITS will not collect payment information from You and shall not be responsible for any actions or inactions of the Payment Processor including, but not limited to, data breaches, transmission issues, fraud and email compromise. If you have signed up for automatic renewal of periodic subscriptions, Your credit card may be charged on an automatic and recurring basis, in advance of each subscription period.
    3. Payments. You agree to pay for all products and Services that You purchase through the Marketplace, and we may charge Your payment instrument for any such payments. You are required to keep Your payment instrument information on file with the Payment Processor current, complete and accurate, and notify Reyna ITS if Your account is changed or canceled for any reason. You are responsible for all charges incurred under Your account, regardless of who initiated the transaction (including Your employees, contractors, agents, other personnel or unauthorized users who have gained access to your password). If Your payment instrument fails or Your account is past due, we may collect fees owed using other collection mechanisms. Your Marketplace account, as well as the Services provided to You, may be deactivated without notice to You if payment is past due, regardless of the dollar amount.
    4. Taxes. You are responsible for paying any governmental taxes imposed on Your use of the Marketplace, including, but not limited to, sales, use or value-added taxes. To the extent Reyna ITS is obligated to collect such taxes, the applicable tax will be charged to Your Marketplace billing account.
    5. Refund Policy; Risk of Loss. All fees charged by Reyna ITS relating to the purchase of the Services are final and nonrefundable. Each ISV may have its own policies regarding refunds, as set forth in the applicable ISV Terms. If You have paid for access to Services of an ISV that is later disabled, nonfunctioning, modified, or otherwise interfered with before the end of the period for which You purchased access, You may leave negative feedback for that ISV through the Marketplace if permitted by the Marketplace Terms of Service.
    6. Availability of Content; Purchases. Reyna ITS may make changes to or discontinue any of the products or Services available within the Marketplace at any time, and without notice. In the event that a Service You have purchased access to through the Marketplace is no longer accessible through the Marketplace, You should contact Reyna ITS to ensure continuity of service during the remaining term of the applicable subscription.
  6. Ownership; Proprietary Rights.
    1. The Marketplace. The Marketplace is owned and operated by AppDirect, Inc. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of the Marketplace (the "Marketplace Materials") are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Marketplace Materials contained on the Marketplace are the property of AppDirect, Inc. or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to AppDirect, Inc. or its affiliates and/or third-party licensors. You may not sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Marketplace Materials. AppDirect, Inc. and its vendors and suppliers reserve all rights not expressly granted in these Terms.
    2. The Site. The Site is owned and operated by Reyna ITS. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of the Site (the "Site Materials") are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Site Materials contained on the Site are the property of Reyna ITS or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to Reyna ITS or its affiliates and/or third-party licensors. You may not sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Site Materials. Reyna ITS and its vendors and suppliers reserve all rights not expressly granted in these Terms.
  7. Use of Marketplace. You shall use the Marketplace only for purposes which are permitted by the AppDirect Marketplace Terms of Service.

  8. Third-Party Sites, Products and Services; Links.
    1. This Site and the Marketplace may include links or references to other web sites or services, including, without limitation, advertisers' and ISV's web sites solely as a convenience to Users ("Reference Materials"). Reyna ITS does not endorse any such Reference Materials or the information, materials, products, or services contained on or accessible through Reference Materials.
    2. Your correspondence or business dealings with, or participation in promotions of, third party ISVs or advertisers found on or through this Site or the Marketplace are solely between You and such third party. Access and use of Reference Materials and Services, including the information, materials, products, and services on or available through Reference Sites is solely at Your own risk.
  9. User Submissions. The Marketplace may allow You to submit content, including text, images, and other media files ("User Submissions"), such as when You create a profile or submit a comment on a Service. All User Submissions shall be governed by the The AppDirect Marketplace Terms of Service, and Reyna ITS shall not be responsible for any User Submissions created or submitted on the Marketplace.

  10. Modification of these Terms; Modification of Fees.
    1. Terms. Reyna ITS reserves the right, at our discretion, to change, modify, add, or remove portions of these Terms at any time by posting the amended Terms to the Site. Please check these Terms and any Policies periodically for changes. In the event that such modifications materially alter Your rights or obligations, Reyna ITS will use commercially reasonable efforts to notify You of the change. Your continued use of the Site after the changes become effective constitutes Your binding acceptance of such changes. Except as stated elsewhere, such amended Terms will automatically be effective upon the earlier of (a) Your use of the Site with actual notice of the new terms, or (b) thirty (30) days after they are initially posted on the Site; provided however, that any dispute that arises under this Agreement shall be resolved according to the version of the terms that were in place at the time the dispute arose.
    2. Fees. Certain functions on Marketplace have fees associated with them. When You use a Service that has a fee You have an opportunity to review and accept the fees that You will be charged based on our stated fees, which may change from time to time.
  11. Termination; Terms of Service Violations.
    1. Reyna ITS. You agree that Reyna ITS, in its sole discretion, for any or no reason, and without penalty, may terminate any account (or any part thereof) You may have with the Marketplace or Your use of the Marketplace and remove and discard all or any part of Your account, user profile, and any User Submission, at any time. You agree that any termination of Your access to the Marketplace or any account You may have or portion thereof may be effected without prior notice, and You agree that Reyna ITS will not be liable to You or any third party for any such termination. Any suspected fraudulent, abusive, or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Reyna ITS may have at law or in equity.
    2. You. Your only remedy with respect to any dissatisfaction with (i) the Site, (ii) any of these Terms, (iii) any policy or practice of Reyna ITS, or (iv) any content or information transmitted through the Marketplace, is to terminate these Terms and Your Marketplace account. If you are dissatisfied with the Services you access through the Marketplace, you may leave negative feedback for the applicable ISV in the Marketplace if permitted by the Marketplace. You may terminate these Terms by discontinuing use of any and all parts of the Site and notifying Reyna ITS's customer service.
  12. Indemnification. You agree to indemnify, defend, and hold Reyna ITS, 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 Site or the Marketplace (including Your User Submissions) or any Service, Your violation of these Terms, or any breach of Your representations, warranties, and covenants. Reyna ITS reserves the right, at Your expense, to assume the exclusive defense and control of any matter for which You are required to indemnify Reyna ITS, and You agree to cooperate with Reyna ITS's defense of these claims. Reyna ITS will use reasonable efforts to notify You of any such claim, action, or proceeding upon becoming aware of it.

  13. Warranty Disclaimer. YOU EXPRESSLY AGREE THAT THE USE OF THE SITE AND THE MARKETPLACE IS AT YOUR SOLE RISK. THE SITE, THE MARKETPLACE AND ANY DATA, INFORMATION, USER SUBMISSIONS, ISV APPLICATIONS, REFERENCE SITES, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE MARKETPLACE OR THIS SITE 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. YOU MAY, HOWEVER, HAVE ADDITIONAL WARRANTY RIGHTS DIRECTLY FROM THE APPLICABLE ISV. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, REYNA ITS, AND ITS AFFILIATES, PARTNERS, AND SUPPLIERS 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. REYNA ITS, AND ITS AFFILIATES, PARTNERS, AND SUPPLIERS DO NOT WARRANT THAT THE DATA, USER SUBMISSIONS, FEATURES, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE SITE OR THE MARKETPLACE OR ANY REFERENCE MATERIALS WILL BE UNINTERRUPTED, ACCURATE, USEFUL, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING, IF ENCOUNTERED, WILL BE CORRECTED. REYNA ITS, ITS SUPPLIERS, LICENSORS, AFFILIATES, AND PARTNERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS ABOUT THE MARKETPLACE, ISVs OR THE SERVICES. ANY WARRANTY MADE REGARDING ANY THIRD PARTY SERVICE IS MADE DIRECTLY BY SUCH ISV.

  14. Limitation of Liability and Damages. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, IN NO EVENT SHALL REYNA ITS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR OTHER SIMILAR TYPE OF DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES RESULTING FROM DELAY, LOSS OF PROFITS OR LOSS OF GOODWILL, OF WHATEVER KIND AND NATURE ARISING BY REASON OF ANY ACT, OMISSION, MATTER OR EVENT RELATING TO THIS AGREEMENT, INCLUDING NEGLIGENCE, TORT, DEFAULT OR BREACH, AND WHETHER OR NOT EITHER PARTY IS INFORMED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY THEREOF IN ADVANCE. FURTHERMORE, REYNA ITS’S AGGREGATE LIABILITY RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT OF THE FEES THAT HAVE BEEN PAID BY YOU TO REYNA ITS UNDER THESE TERMS. The Parties agree that these limitations represent a reasonable allocation of the risk given the circumstances and services to be provided.

  15. Miscellaneous.
    1. Notice. Except as otherwise provided in this Agreement, any notices or other communications contemplated or required under this Agreement, in order to be valid, shall be in writing and shall be given via personal delivery, overnight courier, or via U.S. Certified Mail, Return Receipt Requested. Notices to You shall be sent to the your Subscribing Organization's billing address; notices to Reyna ITS shall be sent to 590 Centerville Road #179, Lancaster, Pennsylvania 17601 Attn: Customer Service. All such notices shall be deemed given and effective on the day when delivered by overnight delivery service or certified mail.
    2. Waiver. The failure of Reyna ITS to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Reyna ITS.
    3. Severability. If any provision of these Terms or any Policies is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
    4. Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by You under any circumstances, but may be assigned by Reyna ITS without restriction. Any assignment attempted to be made by You in violation of these Terms shall be void. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties and their respective successors and permitted assigns.
    5. Survival. Upon termination of these Terms, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 3, 5 through 15.
    6. Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
    7. Third Party Beneficiaries. The software and website platform for the Marketplace is powered by AppDirect, Inc. AppDirect, Inc. is a third party beneficiary of the terms in this Agreement and is entitled to enforce them as if it were a party to this Agreement.
    8. Entire Agreement. This is the entire agreement between You and Reyna ITS relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to these Terms or Policies made by Reyna ITS as set forth in section 10 above.
    9. Choice of law. This Agreement shall be construed and enforced in accordance with the laws of the Commonwealth of Pennsylvania without application of its conflicts of laws principals and the Parties hereto submit to the jurisdiction of the federal and state courts of the Commonwealth of Pennsylvania for all purposes hereof.
    10. Independent Contractors, No Agency. The relationship between You and Reyna ITS is one of independent contractors. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended, nor shall anything herein be interpreted or construed to or create, either expressly or by implication, any such relationship.