TERMS AND CONDITIONS
Information Network of Arkansas Subscription Services Agreement
The Subscriber and Information Network of Arkansas (INA) wish to contract for the provision of services from INA to Subscriber as per the Terms and Conditions below. INA provides on-line access, from terminals or personal computers, to a number of databases with related services. Subscriber wishes to use the services made available by INA.
Terms and Conditions
1. This agreement sets forth the terms and conditions under which INA will provide services to Subscriber.
2. INA reserves the right to withdraw any service without consulting Subscriber prior to withdrawing such service and shall have no liability whatsoever to Subscriber in connection with deletion of any such service.
3 Subscriber acknowledges that he/she has read this Agreement and agrees that it is the complete and exclusive statement between the parties, superseding all other communications, oral or written. This agreement constitutes the entire agreement between the parties. This agreement may be modified only by written amendment signed by the parties, except as otherwise provided for in this paragraph. In the event Subscriber issues a purchase order or other instrument covering the services herein specified, it is understood and agreed that it is for Subscriber’s internal purposes only and shall in no way modify, add to, or delete any of the terms and conditions in this Agreement.
4 Conditions of Use
a) Hours of Service: Service will be provided on a non-guaranteed basis seven (7) days per week (Sunday through Saturday), twenty-four (24) hours per day, excluding scheduled maintenance as designated from time to time by INA at its sole discretion.
b) ID/Account Numbers: INA will issue to the Subscriber a maximum of ten (10) ID/account numbers per annual fee. Subscriber is responsible for preserving the secrecy of his/her account numbers and to ensure that access to services and use of his/her ID/account numbers are controlled by him/her and that, in those instances where a purchase order provides time and/or dollar and/or database limitations, use of the system does not exceed those limitations. Subscriber is liable for any and all charges for services to his/her ID/account numbers whether or not authorized by Subscriber.
c) Copyright and Ownership of Information: Subscriber agrees to comply with any copyright notices and other limitations on use applicable to services, databases, or other information provided through INA services.
a) Invoices for all services rendered will be prepared by INA and provided by INA. Rates shall be in accordance with the current INA rate schedule. Terms of invoice payment shall be net thirty (30) days.
b) In addition to the rates contained herein, Subscriber shall pay INA for all sales, use, and excise taxes incurred by INA in providing services to Subscriber.
c) Past due invoices will be subject to a delinquency charge of 1.5% of the amount in arrears per month, or the legal limit, whichever is less. Subscriber agrees to pay all costs of collection of delinquent accounts, including reasonable attorney’s fees, as permitted by law.
d) Electronic Check Option – Banking institution automatically deducts amount of usage fees out of checking account monthly.
e) Visa/MasterCard Option – Charges the monthly usage fees to your charge card monthly.
f) Monthly Minimum Option – INA bills you monthly. Monthly charge is actual use, or $15.00, whichever is greater.
g) Default – An account is in default if it is past due or if Subscriber should declare a bankruptcy or insolvency. In the event of default, INA may, at its sole option, block the Subscriber from use of the account either temporarily, until the past due amount is paid, or permanently, regardless of payment. Not exercising this option at any particular time or degree of delinquency does not prevent INA from exercising this option at any other time or degree of delinquency.
6. Limitation of Liability
a) The remedies set forth in this Agreement are exclusive and in no event shall INA, its directors, officers, agents, or employees be liable for special, indirect, incidental, or consequential damages, including, but not limited to, lost income or lost revenues, whether such damages arise out of breach of contract, negligence, strict liability, or any other theory of liability. Such damages shall in any event be limited to the charges paid for the previous month by Subscriber for the services in connection with which a claim of liability is asserted or imposed. Subscriber specifically understands and recognizes that the system by which these services are offered to it is experimental and may experience problems of various kinds resulting in an inability to provide services.
b) INA assumes no liability for any claim or demand of any nature or kind whether asserted against INA or against Subscriber by any third party, arising out of the services or materials provided or their use.
c) INA shall not be liable for or deemed to be in default for any delays or failure in performance or interruption of service resulting directly or indirectly from any cause or circumstances beyond its reasonable control, including problems with or delays caused by its database or other providers.
d) No action or suit, regardless of form, other that an action for payments due INA, arising out of the transactions pursuant to this Agreement may be brought by either party more than one year after the cause of the action accrues.
e) The Information Network of Arkansas, Inc., The Arkansas Information Consortium, Inc., Arkansas state, county and local government agencies and universities, professional associations and all other parties who may from time to time provide information for access on the Information Network of Arkansas shall at no time be liable for any errors in or omissions from information available on the INA network.
a) INA makes no warranties express or implied, including but not limited to any implied warranties. While INA and its suppliers strive for accuracy and completeness of data and services furnished pursuant to this Agreement, no warranty or representation as to accuracy or completeness is made or implied.
b) Subscriber warrants that it is aware of and will comply with all applicable federal, state, or other laws with regard to access to or us of any and all information, databases, programs, or other products to which access is provided by or through INA.
8. Rate Changes
a) Rates are as set forth in the Subscription Service Agreement insert and are established by INA at its sole discretion (unless this Agreement is a fixed term agreement as detailed in Paragraph 8b below).
b) The parties may enter into a fixed-term agreement setting forth a set rate for a specified term. Any such agreement will be evidenced and detailed in writing.
9. Limitations - Under no circumstances may Subscriber, or any other party acting by or through Subscriber or using Subscriber’s ID/account numbers, use data received from or through INA in any way except in full and complete compliance with all applicable laws.
10. Trade name/Trademark – Subscriber agrees that he/she will not use the trademark “INA” or “Information Network of Arkansas” or any of INA’s services identified in any fashion unless specifically authorized to do so in writing by INA. Subscriber agrees not to tamper with, alter, or change in any fashion any databases or programs made available to Subscriber by INA.
a) Waiver: The waiver, modification, or failure to insist by INA on any of these terms or conditions, shall not void, waive, or modify any of the other terms or conditions nor be construed as a waiver or relinquishment of INA’s right to performance of any such term or terms.
b) Severability: If any provision or part of the Agreement shall be declared illegal, void, or unenforceable, the remaining provisions shall continue in full force and effect.
c) Governing Law: This Agreement shall be governed by and construed according to the laws of the State of Arkansas as such laws are applied to contracts made and to be performed entirely in Arkansas, and all actions hereunder shall be brought in a federal or state court of competent jurisdiction in Arkansas and in no other jurisdiction.
d) Assignment: This Agreement is not assignable or transferable by Subscriber and any attempted assignment or transfer shall be null and void and of no force or effect. INA may assign this Agreement and/or the payments due to INA without notice to or requirement for Subscriber’s permission or approval.
12. INA is managed by the Arkansas Information Consortium, LLC, an Arkansas limited liability company, and is governed by the Information Network of Arkansas Board.