Last modified: 8/14/2022
This Website or App is offered and available to users who are 18 years of age or older, and reside in the United States or Canada or any of its territories or possessions. By using the Website or App, you represent and warrant that you are of legal age to form a binding contract with Holder and meet all of the foregoing eligibility requirements. If you use the Website or App outside of the United States or Canada, you are solely responsible for understanding and adhering to laws applicable to your use of the Website and App in your jurisdiction.
2. Accessing the Website or App and Account Security
2.1. We reserve the right to withdraw or amend this Website or App, and any Service or material we provide on the Website or App, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website or App is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website or App, or the entire Website or App, to users, including registered users.
2.2. You are responsible for both:
2.2.1. Making all arrangements necessary for you to have access to the Website or App.
2.4. If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures (the “User Credentials”), you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or App or portions of it using your User Credentials.
2.5. By enrolling in the Services and accessing it using your User Credentials, and any other security and identification methods as we may require from time to time, such as security questions or one-time passcodes, you acknowledge and agree that this system includes security procedures that are commercially reasonable. You further agree to comply with any Holder procedures and processes to obtain any User Credentials, or to further access or use the Services.
YOU AGREE TO NOTIFY US IMMEDIATELY OF ANY UNAUTHORIZED ACCESS TO OR USE OF YOUR USER CREDENTIALS OR ANY OTHER BREACH OF SECURITY.
3. Provisioning Other Users
3.1. This Website or App is accessed via credentials given to you (the “Authorized User”) for accessing the Services. You acknowledge and agree to the below.
3.2. We may supply you with (or provide you the ability to create) usernames and passwords (the “Authorized User Accounts”) that will permit access to the Services. You shall be solely responsible for communicating all Authorized User Account credentials to Authorized Users, and shall, at a minimum, use commercially reasonable methods to ensure the confidentiality of such Authorized User Account credentials.
3.3. No right of sublicense is granted to you; provided, however, that you may permit third-party vendors, outsourcers and other service providers to access and/or use the Services pursuant to the rights granted to you and Authorized Users hereunder on behalf, and for the benefit, of you or the Customer.
3.4. The Authorized User shall be solely responsible for any activity occurring via the Authorized User Accounts.
3.5. We may employ certain technical controls for the administration of the Authorized User Accounts, including password selection and complexity requirements, multi-factor authentication, and verification procedures.
4. Intellectual Property Rights
4.1. The Website or App and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Holder, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
4.2.1. Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
4.2.2. You may store files that are automatically cached by your Web browser for display enhancement purposes.
4.2.3. You may print one copy of a reasonable number of pages of the Website or App for your own records and non-commercial use and not for further reproduction, publication, or distribution.
4.2.4. If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
4.3. You must NOT:
4.3.1. Modify copies of any materials from the Website or App.
4.3.2. Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
4.3.3. Access or use the Website or App or Services for any commercial purposes other than as set forth above.
Holder name and all related names, logos, product and service names, designs, and slogans are trademarks of Holder or its affiliates or licensors. You must not use such marks without the prior written permission of Holder. All other names, logos, product and service names, designs, and slogans on this Website or App are the trademarks of their respective owners.
Except where disclosure is required for legal, accounting, or regulatory purposes, you and Holder agree that all information, items, records, data and other material provided pursuant to or in connection with the Services, shall be kept in strict confidence, shall be used only for the purposes of such agreements, and shall not be disclosed by either party, its agents or employees, without, in each instance, the prior written consent of the other party; provided, however, that you or we may disclose generally, your membership and participation in the programs and services of Holder without your consent. You acknowledge and agree that Holder may disclose your information, without your consent or review, to the extent required or permitted by law. Each party agrees to take commercially reasonable precautions to prevent the unauthorized disclosure of such information, including complying with security procedures deemed necessary by Holder. All computer programs, manuals, materials, forms, facilities, ideas, concepts, techniques, and know-how used, prepared or developed by us, and any improvements extensions or modifications thereof, are and shall remain the exclusive property of Holder, and may not be used by you, your agents, employees or others, without our prior written consent. In certain circumstances, Holder may require you to enter into licensing or use agreements with regard to any software programs provided by or through Holder for you use in receiving any Services; and you hereby agree to enter into such licensing or use agreements.
7. Prohibited Uses
7.1. In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
7.2. For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
7.4. To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
7.5. To impersonate or attempt to impersonate Holder, a Holder employee, another user, or any other person or entity (including, without limitation, by using email addresses, user name, or screen names associated with any of the foregoing).
7.6. To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website or App, or which, as determined by us, may harm Holder or users of the Website or App, or expose them to liability.
7.7. You may not sell, lease, furnish, redistribute, retransmit, or otherwise permit or provide access to the Website or App or Services to any other person, except Authorized Users (defined below).
Additionally, you agree not to:
7.8. Use the Website or App in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website or App, including their ability to engage in real time activities through the Website or App.
7.9. Use any robot, spider, or other automatic device, process, or means to access the Website or App for any purpose, including monitoring or copying any of the material on the Website or App.
7.11. Use any device, software, or routine that interferes with the proper working of the Website or App.
7.12. Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
7.13. Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website or App, the server on which the Website or App is stored, or any server, computer, or database connected to the Website or App.
7.14. Attack the Website or App via a denial-of-service attack or a distributed denial-of-service attack.
7.15. Otherwise attempt to interfere with the proper working of the Website or App.
8. User Activity Contributions
8.2. You represent and warrant that:
8.2.1. You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.
8.3. You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not Holder, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
8.4. We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Website or App.
9. Monitoring and Enforcement; Termination
9.1. We have the right to:
9.1.1. Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
9.1.3. Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
9.1.4. Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website or App.
9.2. Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website or App. YOU WAIVE AND HOLD HARMLESS HOLDER AND ITS PERSONNEL, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY HOLDER OR ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER HOLDER OR SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
9.3. We do not undertake to review any material or User Contributions before it is posted on the Website or App, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
10. Changes to the Website or App
We may update the content on this Website or App from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website or App may be out of date at any given time, and we are under no obligation to update such material.
11. Information About You and Your Visits to the Website or App
12. Other Terms and Conditions
If you are using the Services, and specifically, the Holder app at app.holder.xyz (the “Product”), as a customer (a “Customer”) of Holder, you acknowledge and agree to these additional terms.
12.2. You shall not use the Product beyond the scope of the rights granted here. You shall be solely liable for your users’ and customers’ access to the Product and any misuse of the Product by any of your personnel. You shall not directly or indirectly alter, modify, adapt, translate, copy, distribute, reverse engineer, decompile, disassemble, or create any derivative works of the Product. You shall not remove, modify or obscure any copyright, trademark or other proprietary rights notices that are contained in the Product.
12.3. Notwithstanding anything to the contrary anywhere, you acknowledge, authorize and agree that Holder may collect or create certain aggregated or de-identified data about your use of the Product and/or Services (the “Benchmark Data”), and such Benchmark Data shall be the property of Holder. Holder shall have the right to retain, copy, reproduce, process, adapt, modify, publish, transmit, display distribute, or otherwise commercially exploit such Benchmark Data including, for example, curating, transforming, and translating such Benchmark Data, without any additional benefit or compensation to you.
12.4. You acknowledge and agree that Holder retains sole and exclusive ownership of all right, title, and interest in and to the Product including any update, modification, improvement, enhancement, or configuration made to the Product, regardless of who creates, suggests, and/or contributes in any such modification, improvement, enhancement, or configuration.
12.5. Unless otherwise agreed to by you and Holder, your license to use the Product shall continue, until either you or Holder desires to terminate your use of the Product, at which point, either party shall notify the other party upon thirty (30) days’ advance written notice. You shall pay all fees due to Holder up to and including the date of termination.
13. Links from the Website or App
If the Website or App contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party Website or Apps linked to this Website or App, you do so entirely at your own risk and subject to the terms and conditions of use for such Website or Apps.
14. Geographic Restrictions
We provide this Website or App and Services for use only by persons located in the United States and Canada. We make no claims that the Website or App or any of its Services or content is accessible or appropriate outside of the United States or Canada. Access to the Website or App may not be legal by certain persons or in certain countries. If you use or access the Website or App from outside the United States or Canada, you do so on your own initiative and are responsible for compliance with local laws.
15. Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website or App will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR APP OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE OR APP LINKED TO IT. 1. YOU ACKNOWLEDGE AND AGREE THAT HOLDER SHALL NOT BE RESPONSIBLE TO YOU FOR ANY CONTENT, CRYPTO-ASSETS, NFTs, OR THE LIKE, NOR ANY LOSSES ASSOCIATED WITH ANY OF THE FOREGOING, INCLUDING ANY LOSS OF VALUE.
YOUR USE OF THE WEBSITE OR APP, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR APP IS AT YOUR OWN RISK. THE WEBSITE OR APP, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR APP ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER HOLDER NOR ANY PERSON ASSOCIATED WITH HOLDER MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE OR APP. WITHOUT LIMITING THE FOREGOING, NEITHER HOLDER NOR ANYONE ASSOCIATED WITH HOLDER REPRESENTS OR WARRANTS THAT THE WEBSITE OR APP, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR APP WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR APP WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, HOLDER HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
16. Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL HOLDER, ITS PERSONNEL, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE OR APP, ANY WEBSITE OR APPS LINKED TO IT, ANY CONTENT ON THE WEBSITE OR APP OR SUCH OTHER WEBSITE OR APPS, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct .
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
18. Governing Law and Jurisdiction
19. Waiver and Severability
20. Entire Agreement
21. Your Comments and Concerns
This Website or App is operated by HOLDER SOFTWARE, INC., having its principal place of business at 830 Massachusetts Ave, Suite 1500, Fl 3, Indianapolis, IN, 46204.
All feedback, comments, requests for technical support, and other communications relating to the Website or App should be directed to the Contact Information below.
22. Contact Information