TERMS AND CONDITIONS

Effective Date: Aug 11, 2017


These Terms and Conditions ("Terms") govern Your access to and use of Kerkton Security Technologies LLC's("Kerkton Security Technologies", "Kerkton", "We", or "Our") Services. These Terms apply to both the legal entity accepting this Agreement ("Customer") and persons authorized by the Customer to access and/or use the Service ("Users").

The Company Administrator, defined below, and all authorized signatories of the Customer that accept these Terms as part of the registration process are doing so both on behalf of the Customer and for themselves as Users. If You are a Company Administrator and/or authorized signatory of the Customer then You represent that You have full power, capacity, and authority to accept these Terms. You represent that You have full legal authority to bind the Customer to these Terms. If You don't have the legal authority to bind, please ensure that a person authorized on behalf of the Customer accepts these Terms and consents to You accepting them as well.

The Terms are binding to both the individual Users and to the Customer. The Customer agrees to be responsible for its Users' adherence to, and for consequences of violation to, these Terms as well as all applicable laws and regulation.

As part of the registration process to access Our Services You must agree to these Terms. If You do not agree to the entire agreement, do not complete the registration process. By registering, accessing or using the Service You agree to be bound by these Terms. This Agreement is effective between You and Kerkton Security Technologies as of the date You accept these Terms as part of Your registration.


1. DEFINITIONS


2. DATA


3. USE OF THE SERVICE


4. CONFIDENTIALITY


5. SERVICE SUBSCRIPTION, FEES AND PAYMENT


6. CANCELLATION, SUSPENSION, AND TERMINATION - The Customer may cancel at any time by discontinuing use of our Services. Use of the Service is determined by whether a User is enabled within the system. To discontinue use of the Service, an Orna Administrator should disable all Users within the 'admin' module of the system. Kerkton Security Technologies may suspend and/or terminate Your account without notice should You violate these Terms or for any other reason deemed appropriate by Kerkton Security Technologies at our sole discretion. In the event of cancellation, suspension, and/or termination, the Customer is still liable to pay the bill for that cycle. As explained in the fees section, the bill will be pro-rata so the Customer will only pay for the part of the billing cycle prior to cancellation, suspension, and/or termination.


7. SERVICE UPDATES - The Service may change from time to time as we evolve, refine, or add more features to the Service. Most updates should cause no downtime for the Service and we aim to provide notice of any planned downtime. However, Kerkton Security Technologies may temporarily or permanently stop providing the Service, or any features within the Service, to You at our sole discretion and may not be able to provide You with prior notice.


8. LIMITATION OF LIABILITY - IN NO EVENT, REGARDLESS OF CAUSE, SHALL KERKTON SECURITY TECHNOLOGIES ASSUME RESPONSIBILITY OR LIABILITY FOR (i) THE PERFORMANCE OR NON-PERFORMANCE OF ANY THIRD PARTY; OR (ii) ANY PENALTIES OR PENALTY CLAUSES; OR (iii) INDEMNIFICATION OF CUSTOMER OR AFFIALIATES, UNLESS SPECIFIED IN THIS AGREEMENT, REGARDLESS OF WHETHER THEY AROSE IN RELATION TO THE SERVICES OF THIS AGREEMENT OR NOT; OR (iv) INDIRECT OR CONSEQUENTIAL DAMAGES UNDER ANY CIRCUMSTANCE, INCLUDING BUT NOT LIMITED TO LOSS OR INJURY. LIABILITY MAY NOT UNDER ANY CIRCUMSTANCES EXCEED THE AMOUNT PAID FOR SERVICES IN THE THREE MONTHS PRIOR TO COMMENCING LEGAL ACTION. LEGAL ACTION MAY ONLY BE BROUGHT WITHIN THREE MONTHS AFTER THE PRIMARY CAUSE OF ACTION OCCURS. LIMITATION OF LIABILITY APPLIES REGARDLESS OF THE FORM OF LEGAL ACTION.


9. INDEMNITY


10. WARRANTIES - THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDEDWITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, KERKTON SECURITY TECHNOLOGIES AND ITS LICENSORS DO NOT WARRANT THAT THE DATA IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD PARTY PROVIDERS OF PRODUCTS OR SERVICES.


11. PROPRIETARY RIGHTS - All proprietary rights embodied in Kerkton Security Technologies' Websites, Services, and technology, including all future updates, belong to and will remain exclusive property of Kerkton Security Technologies and are protective by all applicable laws, including copyright and trademark of both the United States and foreign countries. You have no right to use the Kerkton Security Technologies' name, trademarks, logos, domain names, or other distinctive brand features without prior written consent. Kerkton Security Technologies shall have a royalty-free, worldwide, irrevocable, perpetual license to use and incorporate any feedback, comments, suggestions, or intellectual property You provide to Kerkton Security Technologies to improve our Services.


12. THIRD PARTIES - INTEGRATIONS & DATA SHARING


13. SECURITY - You are responsible for safeguarding the password that You use to access the Service as well as acquiring and maintaining technology and procedures to securely access the Internet. Kerkton Security Technologies will maintain commercially reasonable security controls to protect You from unauthorized access. In the rare event unauthorized access occurs and notifications to persons included in Your Data is required, You shall be solely responsible for any and all such notifications and related expense. You must notify Kerkton Security Technologies immediately upon becoming aware of any breach of security or unauthorized use of Your account, whether known or reasonably suspected.


14. MODIFICATION, ASSIGNMENT, OR TRANSFERENCE - This Agreement constitutes the complete agreement between the parties with respect to the Services and other subject matter hereof. No modification, assignment, or transfer of this agreement, including any rights, obligations, or duties is permitted, including to any third party, unless permitted by the agreement or is in writing and is signed by an authorized representative of each party. An exception to this is business transactions where Kerkton Security Technologies may assign or transfer these Terms to any person or entity that acquires or is merged with Kerkton Security Technologies. In the event of a business transaction You will be notified via email and/or prominent notice will be placed Our site of any change in ownership.


15. PRIVACY - As described in our Privacy Policy, available on our Website www.kerkton.com, we collect, use, and share personally identifiable information and non-personally identifiable information. By using our Services, You agree to our privacy policy, which can be found at http://www.kerkton.com/Privacy/ .


16. FORCE MAJEURE - Kerkton Security Technologies shall not be liable for any loss, damage or delay in delivery due to force majeure. Force majeure includes any act of God, governmental, nature, fire, epidemics, floods, riots, strike, lockout, or any other contingences or other reasonable causes which are beyond reasonable control of Kerkton Security Technologies which might prevent the development, manufacture, shipment or delivery of Services.


17. GOVERNING LAW AND INVALIDITY - This Agreement shall be governed by and interpreted in accordance with the laws of the State of Arizona, excluding any conflict of laws which would lead to the application of any other laws. The parties hereby agree to the exclusive jurisdiction and venue of Arizona state and federal courts with respect to any action between the parties relating to this Agreement. Any provision hereof which is contrary to law it shall be modified to the minimum extent necessary to make it valid and enforceable. Should a provision not be modifiable, it shall be severed from the agreement with the full remainder of Terms fully in force and effect.


18. CHANGES TO TERMS - Kerkton Security Technologies reserves the right to make changes to this policy at any time. If we make any material changes and You are a registered User of our Services we will notify You either by email at the e-mail address on Your account or by means of a notice on the Site prior to the change becoming effective. If You are not a registered User of our Service, notice is given on www.kerkton.com/Terms-Conditions/ and You are strongly recommended to check this page often, referring to the effective date, which represents the date of the last modification, listed at the top.

Your continued use of the Site or Service constitutes Your agreement to be bound by the latest Terms as well as the Privacy policy. Your only remedy, if You do not accept these Terms or our Privacy policy is to discontinue use of the Site and Service.


19. CONTACT DETAILS - If You have any questions or comments about this Policy, please contact us by emailing us at [email protected] or by writing to us at:

Kerkton Security Technologies, LLC
610 E Bell Rd., Suite 2-122
Phoenix, AZ 85022