Terms of Use

Welcome to Xingley, a website owned and operated by Stratosys Partners, INC, d/b/a “Xingley ("Xingley").  By accessing and using this website, www.Xingley.com (the “Website”) or Xingley's Services, you agree to be bound by these Terms of Use and all other terms, policies and operating procedures that may be published on this Website.  In addition, if you have signed a Subscription Agreement with Xingley, these Terms of Use (as well as our Privacy Policy) are binding upon you as a user of the Services of Xingley.  So please read these Terms of Use, our Privacy Policy (at http://www.xingley.com/privacy.html), and the provisions of your Subscription Agreement with Xingley carefully to make sure you understand them.  If you do not agree to our Terms of Use, do not enter or use this Website, and send a notice of termination under the Subscription Agreement. We reserve the right to update or otherwise modify these Terms of Use from time to time. You are responsible for checking these Terms of Use periodically for changes and updates. Your use of this Website following posted change(s) and update(s) will be deemed an acceptance of such change(s), except as may otherwise be provided in your Subscription Agreement.  Capitalized terms used in these Terms of Use, except as otherwise specifically defined, have their definitions in the Glossary Section of these Terms of Use.

  1. PRIVACY. We may collect certain types of personally identifiable information from you. So, Please review our Privacy Policy at http://www.xingley.com/privacy.html, which also governs your visit to Xingley, is incorporated into your Subscription Agreement,  and sets forth the information we may collect from you and how we will protect it and use it.  We do not collect, maintain, store, process, or handle – in any way – any credit card, bank account, or like financial information.  You are specifically prohibited from furnishing any such information to us, regardless of the reason therefor.
  2. ELECTRONIC COMMUNICATION. When you send e-mails to us and when you visit our Website you are communicating with us electronically. By communicating with us via e-mail, by signing the Subscription Agreement,  or by submitting any request on our Website,  you agree that we may send e-mail to you and you consent to receive e-mail or other electronic communications from us.  Generally, we will communicate with you by e-mail or by posting notices on this Website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing and/or that they be sent to the recipient's last known address.  by calling our toll-free “800” number, you are likewise consenting to our further contact by telephone at the number or numbers you furnish at the time of the call and to our Privacy Policy and these Terms of Use.   
  3. OWNERSHIP. The entirety of the Xingley System and all content on the Xingley web site, including (but not limited to), text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, software, and the compilation of any of the foregoing, is the property of Xingley, our licensors, or our Affiliates and are protected by United States and international copyright laws.  Except to the minimum extent otherwise expressly permitted under copyright law, no copying, reproduction, modification, use, distribution, or display of the material herein, thereon, or in the Xingley System  (regardless of the form or media and whether by download or otherwise) is permitted without the express written permission of Xingley and any other applicable copyright owner.

You may not resell or distribute any of the Services or deliverables provided by Xingley, whether through this Website or otherwise.  You acknowledge that you do not acquire any ownership rights by virtue of downloading copyrighted material from our Website or the Services.  All rights not expressly granted hereunder are expressly reserved to Xingley and to the respective owners of such rights.  If you believe your rights under applicable copyright laws are being infringed by Xingley or by another person or entity using the Website or the Services, contact us immediately using the contact information furnished in these Terms of Use.

  1. TRADEMARKS. The name “Xingley”, and any and all logos and designs connected thereto or associated therewith (“Trademarks”) are the exclusive property of Xingley and are protected by the Lanham Act and other federal and state law.  You may not use the Trademarks in any way, including, but not limited to, use as meta tags, ad words, key words with search engines,  or any other "hidden text", or the like without the express written consent of Xingley.  If you have signed a Subscription Agreement, you agree to display such signs and notices as Xingley may prescribe from time to time.  You may not modify or alter, in any way, the content of such signs or notices.  You authorize us to use and disclose your business name, brand, trademark, service mark, logos, and like source-identifying symbols in connection with the advertisement and promotion of the Website, the Services, and the Xingley System.  We also may refer to you as a customer of the Xingley System during the term of any Subscription Agreement between you and Xingley.
  2. LIMITED LICENSE AND PROHIBITED ACTIVITIES. You have a limited right and license to access the Website for your own specific business or personal use and, if you have signed the Subscription Agreement, for the specific purposes permitted therein. You may not modify any page on our Website, and you may not
    1. attempt to decompile or reverse engineer any software furnished or made available to you by Xingley; 
    2. remove any copyright or other proprietary notations from any materials furnished or made available to you by Xingley;
    3. transfer any materials furnished or made available to you by Xingley to another person; or
    4. "mirror" any of the materials furnished or made available to you by Xingley on any other server. 

This limited license and the rights granted to you in the Subscription Agreement strictly prohibit any resale of any of the Services or any page on our Website, including any collection or use of any product listings, descriptions, or prices; any derivative use of the Website, the Xingley System,  or any page thereon or associated therewith; any downloading or copying of account information or code used in the Xingley System; and any use of data mining, robots, or similar data gathering and extraction tools.  You may not reproduce, duplicate, copy, sell, resell, or otherwise exploit any page on the Website for any purpose other than a purpose specifically authorized herein or in your Subscription Agreement without the express written consent of Xingley.  You may not frame or utilize framing techniques to enclose or exclude any trademark, logo, or other proprietary information (including images, text, page layout, or form) of the Website  without our express written consent.  Any unauthorized use or other use in violation of these Terms of Use or the Subscription Agreement terminates the permission or license granted by Xingley and may result in termination of your access to and use of the Website, the Services, and/or the Xingley System.
In addition, you represent and warrant that any and all information you post or otherwise provide to Xingley by means of the Website or otherwise , including, without limitation, as part of any registration or application or to gain access to any Services, is true, accurate, not misleading, and offered in good faith.  Any information disclosed to you via the Services may be used only for its intended purpose.  Xingley expects that you will exercise caution, good sense, and proper judgment in using the Services.  You may be held liable for any illegal or prohibited content that you provide to Xingley or to other users, including, for example, infringing, defamatory, or offensive materials. You may not, and hereby represent and warrant that you will not, post, transmit, e-mail, or otherwise make accessible on or through the Website or the Xingley System content that:

    1. Is unlawful, harmful, threatening, tortious, defamatory, libelous, abusive, disparaging, pedophilic, pornographic, obscene, invasive of another's rights, hateful, or malicious;
    2. Contains hate propaganda or promotes discrimination or violence against any person or group of persons on account of their race, national origin, religion, age, gender, disability, or sexual orientation;
    3. Is or could be harmful to minors;
    4. Involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing (or "spamming") in violation of applicable law;
    5. Promotes information that you know (or, through the exercise of ordinary care, should have known) is false, misleading, or promotes illegal activities or conduct;
    6. Infringes any patent, copyright, trademark, service mark, trade secret, or other Intellectual Property Right or other right of any other party;
    7. Provides material that exploits or portrays persons under the age of 18 in a sexual or violent manner, or solicits personal information from anyone under 18;
    8. Provides instructional information about illegal activities;
    9. Contains a software virus or any other code, files, or programs that are designed to or have the ability to interrupt, destroy, disable, compromise, or otherwise limit the functionality of any computer programs or hardware or telecommunications equipment whether owned by Xingley or any other person or party;
    10. Solicits passwords, or personally identifying information for commercial or unlawful purposes from other users or customers of Xingley;
    11. Invades, misappropriates, or otherwise violates the right of privacy or the right of publicity of any person; or
    12. Otherwise violates any local, state, national, or other applicable law or regulation.

In addition, you may not, in connection with the Website or the Xingley System:

    1. Impersonate any person or entity, including a Xingley officer or employee, or falsely misrepresent your identification or affiliation in any other way; 
    2. Forge headers or otherwise manipulate identifiers for the purpose of disguising the origin of any content posted or transmitted through or on this Website or through the Xingley System;
    3. Disrupt the ordinary flow and operation of any portion of this Website or the Xingley System; 
    4. Interfere with or disrupt this Website or any server or network involved with the operation of this Website or the Xingley System; 
    5. Stalk or harass any other person; or
    6. Collect or "harvest" from this Website or the Xingley System the names of other users or Xingley customers or other data belonging to other users or subscribers to the Xingley System for the purpose of transmitting to such other persons unsolicited commercial messages.
  1. YOUR ACCOUNT.  As discussed further in our Privacy Policy, by using this Website, you agree that you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer or computer system, and you agree to accept responsibility for all activities that occur under your account or password.
  2. REFUNDS. We’ll give you a refund for a prepaid month if we stop providing our Services to you for a reason that's not laid out in these Terms. You won’t be entitled to a refund from us under any other circumstances. We may offer a refund if a Member applies for one based on the requirements posted on the Website.
  3. CONSEQUENCES OF TERMINATION.  Upon termination of your rights hereunder or under the Subscription Agreement, you must destroy any downloaded materials or other materials furnished to you by Xingley in your possession whether in electronic or printed format and you must cease all use of the Website and the Xingley System.
  4. USER CONTENT.  It is recognized that the Website and/or the Xingley System may receive from you, by upload, interface, or otherwise, certain data and other content (herein “User Content”).  If you do furnish Xingley with User Content (whether by upload or otherwise), you grant Xingley a perpetual, nonexclusive, royalty-free right to use, modify, distribute, reproduce, display, perform, and publish such content. You grant Xingley the right to use the name that you submit in connection with such User Content, if and as we choose.  By submitting any User Content to Xingley, you represent and warrant that you own or otherwise control all of the rights to such User Content that you furnish; that such content is accurate; and that use of the content you supply does not violate these Terms of Use and will not cause injury to any person or entity. You will indemnify Xingley and its employees, officers, directors, and representatives for all claims resulting from User Content you provide.  Xingley has the right, but not the obligation, to monitor and edit or remove any activity or User Content. Xingley takes no responsibility and assumes no liability for any User Content furnished by you or any third party.
  5. COPYRIGHT COMPLAINTS. Xingley respects the Intellectual Property Rights of others. If you believe that your property, whether a work of authorship or otherwise, has been copied or used in a way that constitutes copyright infringement, you may notify our designated agent by clicking here, and following the posted instructions.
  6. REVISIONS AND ERRORS.  The materials appearing on Xingley's Website could include technical, typographical, or photographic errors. Xingley does not warrant that any of the materials on its web site are accurate, complete, or current. Xingley may make changes to the materials contained on its web site at any time without notice. Xingley does not, however, make any commitment to update the materials.
  7. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY AND INDEMNITY.

The Xingley System, this Website and the Services ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. XINGLEY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE XINGLEY SYSTEM, THIS WEBSITE OR THE INFORMATION, CONTENT, MATERIALS, SERVICES OR PRODUCTS INCLUDED ON OR DESCRIBED IN THIS WEBSITE AND/OR THE SUBSCRIPTION AGREEMENT.  YOU EXPRESSLY AGREE THAT YOUR USE OF THE XINGLEY SYSTEM AND THIS WEBSITE IS AT YOUR SOLE RISK.


TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, XINGLEY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. XINGLEY DOES NOT WARRANT THAT THIS WEBSITE, ITS SERVERS, THE SERVICES PROVIDED OR E-MAIL SENT BY OR FROM XINGLEY ARE ERROR FREE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU EXPRESSLY UNDERSTAND AND AGREE THAT XINGLEY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS OF USE, THE USE OF THIS WEBSITE, THE XINGLEY SYSTEM, OR THE  SERVICES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF XINGLEY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY IS, IN WHOLE OR IN PART, HELD TO BE INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF XINGLEY FOR ANY REASON AND UPON ANY CAUSE OF ACTION (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, STRICT LIABILITY AND OTHER ACTIONS IN CONTRACT OR TORT) ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES, THIS WEBSITE OR THESE TERMS OF USE SHALL BE LIMITED TO DIRECT DAMAGES ACTUALLY INCURRED UP TO ONE HUNDRED UNITED STATES DOLLARS ($100).
THIS LIMITATION OF LIABILITY APPLIES TO ALL LIABILITIES IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM YOUR USE OR YOUR INABILITY TO USE THE XINGLEY SYSTEM, THIS WEBSITE, OR DERIVE BENEFIT FROM THE XINGLEY SYSTEM OR THE SERVICES, OR ANY OTHER MATTER ARISING FROM OR RELATING TO THIS WEBSITE, THE XINGLEY SYSTEM, OR THE SERVICES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.


You agree to indemnify and hold Xingley and its affiliates harmless, and, at Xingley’s request, to defend Xingley and its Affiliates from and against any allegation, claim, demand, cause of action, debt, loss or liability, including reasonable attorneys’ fees, to the extent that such action is based upon, arises out of, or relates to your use (or inability to use) this Website, the Xingley System, or any of the Services or any other activities of yours through using this Website, the Xingley System, or the Services.  If you have signed a Subscription Agreement, you agree that your use of this Website, the Services, and the Xingley System are for business and/or commercial purposes and not for personal, family, or household purposes. 

  1. APPLICABLE LAW. By visiting this Website and/or by consenting to these Terms of Use (whether by signing the Subscription Agreement or otherwise), you agree that the laws of the Commonwealth of Virginia, without regard to principles of conflict of laws, will govern these Terms of Use, the Subscription Agreement, and any dispute of any sort that might arise between you and Xingley, whether under the Subscription Agreement or otherwise).  For the purposes of all legal proceedings, the Subscription Agreement will be deemed to have been entered into and performed in the Commonwealth of Virginia.  The courts of the Commonwealth of Virginia will have exclusive jurisdiction to entertain any action arising under these Terms of Use or the Subscription Agreement.  The parties hereby waive any objections to jurisdiction or venue in the courts of the Commonwealth of Virginia.
  2. WEBSITE POLICIES, MODIFICATION, AND SEVERABILITY. Please review our other policies, such as our Privacy Policy, available at http://www.xingley.com/privacy.html. If any of these Terms of Use or any of the provisions of the Subscription Agreement shall be deemed invalid, void, or for any reason unenforceable, that term shall be deemed severable and shall not affect the validity and enforceability of any remaining term or provision of these Terms of Use or the Subscription Agreement.
  3. LINKS.  Xingley has not reviewed all of the sites linked to the Website and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by Xingley of the site. Use of any such linked web site is at the user's own risk.
  4. OUR ADDRESS.

Xingley, Inc.
[1580 Brass Lantern Way, Reston VA 20194]

GLOSSARY

  1. DEFINITIONS.  The capitalized terms used in these Terms of Use and/or in the Subscription Agreement, unless otherwise specifically defined to the contrary elsewhere herein, shall have the meanings assigned to them as set forth below in the following Sections in this Glossary. 
  2. Affiliate.  The term “Affiliate” or “Affiliates” shall mean any person or entity that is in control of, is under common control with, or is controlled by you or by Xingley, as the case may be, including, but not limited to, subsidiaries, divisions, and sister companies.  For purposes hereof, “control” means the right to elect or otherwise designate a majority of the members of the board of directors, in the case of corporate entities, or a majority of the members of a corresponding governing body, in the case of non-corporate entities. 
  3. Confidential Information.  The term “Confidential Information” shall mean:
    1. in the case of Xingley,  the specific content of the Xingley System , the source code and documentation for the Xingley System, and other information furnished to you by us which is either (i) conspicuously marked, if in tangible form, as “CONFIDENTIAL,” “SECRET,” or “PROPRIETARY” or with terms having a similar meaning or (ii) if not in tangible form, is described verbally or orally by us as confidential, secret, or proprietary or with words having a similar meaning, at the time of disclosure, provided that, within thirty (30)days following such disclosure, a notice is furnished by us to you in which the confidential information is described and in which the time, date, place, and other circumstances of disclosure are set forth in reasonable detail; and 
    2. in the case of your information, your customer data that, pursuant to the Subscription Agreement, is furnished to us, the specifics of your planned advertisements and promotional concepts, and  other information which is either (i) conspicuously marked by you, if in tangible form, as “CONFIDENTIAL,” “SECRET,” or “PROPRIETARY” or with terms having a similar meaning or (ii) if not in tangible form, is described verbally or orally by you as confidential, secret, or proprietary or with words having a similar meaning, at the time of disclosure, provided that, within thirty (30)days following such disclosure, a notice is furnished by you to us in which the confidential information is described and in which the time, date, place, and other circumstances of disclosure are set forth in reasonable detail.  
  4. Xingley System.  The term “Xingley System” means the totality of the software available to Xingley’s subscribers (whether subscribed for or not) as described on the Xingley Website, the Xingley Website, and the Services furnished, or to be furnished, by Xingley to its subscribers. 
  5. Intellectual Property Rights.  The term “Intellectual Property Rights” shall mean all rights under all copyright, patent, trademark, and trade secret laws and laws protecting privacy, and publicity, whether now in force or later adopted or recognized.  As used herein, “laws” shall include statutes, rules, regulations, and judicial and administrative decisions, decrees, and orders.
  6. Services.  The term “Services” means the various services contracted for by you to be furnished by Xingley pursuant to the terms of your Subscription Agreement.     
  7. Subscription Agreement.  The term “Subscription Agreement” means the subscription agreement executed between you and Xingley (if any).
  8. We, Us, Our, and Ours.  The term “we,” “us,” our,” and “ours,” and other first person personal pronouns shall mean and refer to Stratosys Partners, Inc. d/b/a Xingley.    
  9. You, Your, and Yours.  The term “you,” “your,” “yours,” and other second person personal pronouns mean and refer to visitors to the Xingley Website as well as to all persons who execute the Xingley Subscription Agreement (and their Affiliates).

 

BY USING OR ACCESSING THIS SITE, YOU AGREE TO BE BOUND LEGALLY BY ALL OF THE FOREGOING TERMS AND CONDITIONS.