Leadership Impact Index Terms of Use & Material Transfer Agreement
1. Agreement Between Parties
Corporate Web Services, Inc. (CWS) is pleased to be able to provide the Leadership Impact Index and any components thereof, which we shall refer to throughout this agreement as the “Product,” to your organization (You) for commercial or research purposes.
2. Licensing Entity & Use
The Product is licensed by CWS and is provided under bailment. Upon termination of your research or use of the Product and/or at the instructions of CWS, you shall either return the Product to CWS or destroy all unused portions of the Product.
The Product may only be used commercially or in research for the Organization listed herein. Use of the Product must be in compliance with applicable laws and regulations.
CWS is interested in supporting research using the Product and will provide you with the Product as long as you agree to certain conditions on your use of the Product. The conditions described below are necessary to ensure that CWS’ interests in any possible commercialization of the Product are protected and to ensure Product is used solely by You.
4. Compensation For Licensed Use
You agree to compensate CWS for the quantity of surveys taken. This amount is provided online during the checkout process or an invoice. Payment may be made in any of the following manners:
4.1. Online Payment
Payment shall be made online in US dollars via credit or debit card upon checkout.
4.2. Payment By Invoice
Invoice payments shall be remitted in US dollars by ACH, check or wire transfer to: Corporate Web Services, Inc, C/O: Leadership Impact Index, 875 Estrella Pkwy #6088, Goodyear, AZ 85338. Payment is due within 30 days of the invoice date.
5. License Term and Renewal
The term for this license agreement is one (1) year from the date of purchase or the invoice date, whichever is earlier. Your subscription will automatically renew one (1) year from the date of purchase for continued use. You will receive a reminder about auto-renewal thirty (30) days before renewal.
5.1 Canceling Recurring Subscriptions
You may cancel your next auto-renewal payment at any time prior to the date of auto-renewal. After canceling your next auto-renewal payment, when the term of your current license is completed you must stop using the Leadership Impact Index immediately or purchase a new license for continued use.
5.2. Changes To Pricing
We may change our subscription plans and pricing for licensing from time to time; we will inform you of any changes prior to them taking effect. Your licensing renewal price will stay the same unless otherwise informed prior to renewal.
6. Derivatives, Changes, or Modifications
You agree to not make any derivatives, changes or modifications to the Product. Translations of Product shall be considered Product and CWS shall retain ownership. If you use the Product in any way to develop inventions, products or procedures, then you must notify CWS of that development and any commercial and/or patent rights to the new inventions, products or procedures will be shared as negotiated between CWS and yourself.
7. License Transfer
The Product must not be transferred, assigned or sold to any other parties without first having obtained a written agreement to the transfer from CWS. No employees/staff working with you may use the Product unless they are aware of and agree to be bound by the terms of this agreement. Both parties shall comply with all applicable laws and regulations, as amended from time to time, with respect to the collection, use, storage and disclosure of the Product and any related data, including without limitation, the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and its implementing regulations (45 C.F.R. et.seq.)
8. Liability
Except to the extent prohibited by law, You will assume all liability for damages which may arise from its use of the Product. CWS will not be liable to You for any loss, claim or demand made by You or made against You by any other party, due to or arising from the use of the Product by You, except to the extent permitted by law when caused by the gross negligence or willful misconduct of CWS.
9. Disclaimer of Usage
ANY PRODUCT DELIVERED PURSUANT TO THIS AGREEMENT IS UNDERSTOOD TO BE EXPERIMENTAL IN NATURE AND MAY HAVE HAZARDOUS PROPERTIES. ANY PRODUCT PROVIDED IS PROVIDED AS IS AND CWS MAKES NO AND HEREBY DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE USE OF THE PRODUCT WILL NOT INFRINGE ANY PATENT, COPYRIGHT, TRADEMARK OR OTHER PROPRIETARY RIGHTS.
10. Acknowledgement in publications
You agree to provide appropriate acknowledgement of the source of the Product in all publications.
11. Usage of Logos Trademarks & Identification
You will not use publicly for publicity, promotion, or otherwise, any logo, name, trade name, service mark, or trademark of CWS or its Affiliates, including, but not limited to the terms “CWS,” Corporate Web Services, Inc.”, “MedEd Web Solutions”, “Mayo Clinic®,” and the triple shield Mayo logo, or any simulation, abbreviation, or adaptation of the same, or the name of any Mayo Clinic employee or agent, without CWS’ prior, written, express consent. CWS may withhold such consent in CWS’ absolute discretion.
Entire Agreement
This agreement constitutes the final, complete and exclusive agreement between the parties with respect to its subject matter and supersedes all past and contemporaneous agreements, promises, and understandings, whether oral or written, between the parties. This agreement shall be binding upon and inure to the benefit of the parties, their heirs, legal representatives, successors and assigns. This agreement may not be amended or modified except by a writing signed by both parties and identified as an amendment to this agreement. Neither this agreement nor any of the rights or obligations under the agreement may be assigned by You without the written consent of CWS. The failure of CWS to insist at any time upon the strict observance or performance of any of the provisions of this agreement, or to exercise any right or remedy as provided in this agreement, will not impair any such right or remedy and will not be construed to be a waiver or relinquishment of the right or remedy.