Terms and Conditions

Last updated: September 01, 2020

TallyFlex is licensed to You (End-User) by TallyFlex LLC, for use only under the terms of this License Agreement.

By downloading the Application, and any update thereto (as permitted by this License Agreement, You indicate that You agree to be bound by all of the terms and conditions of this License Agreement and that You accept this License Agreement.

All rights not expressly granted to You are reserved.

1. THE APPLICATION

TallyFlex (hereinafter: Application) is a piece of software created to take Applied Behavior Analysis (ABA) data collection to the next level, allowing parents and specialists to collect behavior data with higher accuracy.

TallyFlex is not tailored to comply with industry-specific regulations (Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA)), so if your interactions would be subjected to such laws, you may not use this Application. You may not use TallyFlex in a way that would violate the Gramm-Leach-Bliley Act (GLBA).

2. SCOPE OF LICENSE

2.1 Subject to your compliance with these Terms, You are given a non-transferable, non-exclusive, non-sublicensable license to install and use the Licensed Application on any personal electronic device.

2.2 This license will also govern any updates of the Application provided by the Licensor that replaces, repair, or supplements the first Application unless a separate license is provided for the update, in which case the terms of that new license will govern.

2.3 You may not share or make the Application available to third parties, sell, rent, lend, lease, or otherwise redistribute the Application.

2.4 You may not reverse engineer, translate, disassemble, integrate, decompile, integrate, remove, modify, combine, create derivative works or updates of, adapt, or attempt to derive the source code of the Application, or any part thereof (except with TallyFlex LLC’s prior written consent).

2.5 You may not copy (excluding when expressly authorized by this license and the Usage Rules) or alter the Application or portions thereof. You may create and store copies only on devices that You own or control for backup keeping under the terms of this license and any other terms and conditions that apply to the device or software used. You may not remove any intellectual property notices. You acknowledge that no unauthorized third parties may gain access to these copies at any time.

2.6 Violations of the obligations mentioned above and the attempt of such infringement may be subject to prosecution and damages.

2.7 Licensor reserves the right to modify the terms and conditions of the license.

2.8 Nothing in this license should be interpreted to restrict third-party terms. When using the Application, You must ensure that You comply with applicable third-party terms and conditions.

3. LIABILITY

3.1 Licensor’s responsibility in the case of violation of obligations and tort shall be limited to intent and gross negligence. Only in case of a breach of essential contractual duties (cardinal obligations), Licensor shall also be liable in case of slight negligence. In any case, liability shall be limited to the foreseeable, contractually typical damages. The limitation mentioned above does not apply to injuries to life, limb, or health.

3.2 Licensor takes no accountability or responsibility for any damages caused due to a breach of duties according to Section 2 of this Agreement. To avoid data loss, You are required to make use of backup functions of the Application to the extent allowed by applicable third-party terms and conditions of use. You are aware that you will not have access to the licensed Application in case of alterations or manipulations.

4. WARRANTY

4.1 Licensor warrants that the Application is free of spyware, trojan horses, viruses, or any other malware at the time of Your download. Licensor warrants that the Application works as described in the user documentation.

4.2 No warranty is provided for the Application that is not executable on the device, that has been unauthorizedly modified, handled inappropriately or culpably, combined or installed with inappropriate hardware or software, used with inappropriate accessories, regardless if by Yourself or by third parties, or if there are any other reasons outside of TallyFlex LLC’s sphere of influence that affect the executability of the Application.

4.3 You must inspect the Application immediately after installing it and notify TallyFlex LLC about issues discovered without delay by e-mail provided in Product Claims. The defect report will be taken into consideration and further investigated if it has been mailed within a period of 30 days after discovery.

4.4 If we confirm that the Application is defective, TallyFlex LLC reserves a choice to remedy the situation by solving the defect or substitute delivery.

You represent and warrant that You are not located in a country that is subject to a U.S. Government embargo, or the U.S. Government has designated that as a “terrorist supporting” country; and that You are not listed on any U.S. Government list of prohibited or restricted parties.

6. CONTACT INFORMATION

For general inquiries, complaints, questions, or claims concerning the licensed Application, contact Support at support@tallyflex.com.

7. TERMINATION

The license is valid until terminated by TallyFlex LLC or by You. Your rights under this license will terminate automatically and without notice from TallyFlex LLC if You fail to adhere to any term(s) of this license. Upon License termination, You shall stop all use of the Application and destroy all copies, full or partial, of the Application.

8. APPLICABLE LAW

This license agreement is governed by the laws of the State of Florida, excluding its conflicts of law rules.

9. MISCELLANEOUS

9.1 If any of the terms of this agreement should be or become invalid, the remaining provisions’ validity shall not be affected. Invalid terms will be replaced by valid ones formulated in a way that will achieve the primary purpose.

9.2 Collateral agreements, changes, and amendments are only valid if laid down in writing. The preceding clause can only be waived in writing.

 

 

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