Terms and Conditions

This Agreement sets forth the terms and conditions that apply to your access and use of the Internet Web site owned and operated by Adage Software, Inc., a California corporation (“Adage Software”), and located at www.departedstars.com (hereby referred to as “The Site”). By using the site, you agree to be bound by the terms and conditions of this Agreement and Adage Software’s Privacy Policy, as they may be amended from time to time in the future (see “Modifications” below).

Accepting The Terms

By using the information, tools, features and functionality located on the site, you agree to be bound by this Agreement, whether you are a “Visitor” (which means that you simply browse the site) or you are a “Client” (which means that you have registered with Adage Software). The term “you” or “User” refers to a Visitor or a Client. If you wish to become a Client, communicate with other Clients and make use of the Service, you must read this Agreement and indicate your acceptance during the Registration or Client Engagement process. You may not use the Service and you may not accept this Agreement if you are not of a legal age to form a binding contract with Adage Software. If you accept this Agreement, you represent that you have the capacity to be bound by it or if you are acting on behalf of a company or entity that you have the authority to bind such entity. Before you continue, you should print or save a local copy of this Agreement for your records.

Privacy and Your Personal Information

For information about Adage Software’s data protection practices, please read Adage Software’s Privacy Policy, which is hereby incorporated into this Agreement. This policy explains how Adage Software treats your personal information when you access www.Adage Software.comand use the Service. The policy may be updated from time to time at our discretion. Changes will be effective upon posting to the site.

Your Use Of The Service

Your right to access and use www.Adage Software.com and the Service is personal to you and is not transferable by you to any other person or entity. You are only entitled to access and use the site for lawful purposes. Your access and use of www.Adage Software.commay be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of The Site or other actions that Adage Software, in its sole discretion, may elect to take.

Adage Software’s Intellectual Property Rights

The contents of www.Adage Software.com, including its “look and feel” (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including html-based computer programs) and other material are protected under both United States and other applicable copyright, trademark and other laws. The contents of The Site belong or are licensed to Adage Software or its software or content suppliers. Adage Software grants you the right to view and use the site subject to these terms. You may download or print a copy of information provided on the site for your personal, internal and non-commercial use only. Any distribution, reprint or electronic reproduction of any content from the site in whole or in part for any other purpose is expressly prohibited without our prior written consent.

Access and Interference

You agree that you will not: Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the site or any portion of the site, without Adage Software’s express written consent, which may be withheld in Adage Software’s sole discretion; Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the site, other than the search engines and search agents available through the Service and other than generally available third-party web browsers (such as Microsoft Explorer); Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of The Site or the Service; or Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of The Site or the Service.

Disclaimer Of Representations And Warranties

The content and all services and products associated with the site or provided through the service (whether or not sponsored) are provided to you on an “AS-IS” and “AS AVAILABLE” basis. Adage Software makes no representations or warranties of any kind, express or implied, as to the content or operation of the site or of the service. You expressly agree that your use of the service is at your sole risk. Adage Software makes no representations, warranties or guarantees, express or implied, regarding the accuracy, reliability or completeness of the content on the site or of the service (whether or not sponsored), and expressly disclaims any warranties of non-infringement or fitness for a particular purpose. Adage Software makes no representation, warranty or guarantee that the content that may be available through the service is free of infection from any viruses or other code or computer programming routines that contain contaminating or destructive properties or that are intended to damage, surreptitiously intercept or expropriate any system, data or personal information.

Limitations On Adage Software’s Liability

Adage Software shall in no event be responsible or liable to you or to any third party, whether in contract, warranty, tort (including negligence) or otherwise, for any indirect, special, incidental, consequential, exemplary, liquidated or punitive damages, including but not limited to loss of profit, revenue or business, arising in whole or in part from your access to the site, your use of the service or this agreement, even if Adage Software has been advised of the possibility of such damages. Notwithstanding anything to the contrary in this agreement, Adage Software’s liability to you for any cause whatever and regardless of the form of the action, will at all times be limited to $1.00 (one United States dollar).

Indemnification Of Adage Software

You shall defend, indemnify and hold harmless Adage Software and its officers, directors, shareholders, and employees, from and against all claims and expenses, including but not limited to attorney’s fees, in whole or in part arising out of or attributable to any breach of this Agreement by you.

Modifications

Adage Software may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on The Site. In addition, the Agreement will always indicate the date it was last revised. You are deemed to accept and agree to be bound by any changes to the Agreement when you use the Service after those changes are posted.

Governing Law And Forum For Disputes

This Agreement, and your relationship with Adage Software under this Agreement, shall be governed by the laws of the State of California without regard to its conflict or choice of law provisions. Any dispute with Adage Software, or its officers, directors, employees, agents or affiliates, arising under or in relation to this Agreement shall be resolved exclusively through the small-claims court of the Superior Court of California, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case Adage Software may seek such relief in any court with jurisdiction over the parties. You understand that, in return for agreement to this provision, Adage Software is able to offer the Service at the terms designated and that your assent to this provision is an indispensable consideration to this Agreement.

You also acknowledge and understand that, with respect to any dispute with Adage Software, its officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Service or this Agreement: YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.

Miscellaneous

If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable shall be stricken from this Agreement. You agree that if Adage Software does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which Adage Software has the benefit of under any applicable law), this will not be taken to be a formal waiver of Adage Software’s rights and that those rights or remedies will still be available to Adage Software. All covenants, agreements, representations and warranties made in this Agreement shall survive your acceptance of this Agreement and the termination of this Agreement. This Agreement represents the entire understanding and agreement between you and Adage Software regarding the subject matter of the same, and supersedes all other previous agreements.

Adage Software, Inc.
9968 Hibert Street, Suite 101
San Diego, CA 92131
info@adagesoftware.com

Updated: November 14, 2014