Terms of Service

Updated: 2023-12-02

Thank you for visiting VisitorSys, Inc. (“VisitorSys”, “we”, “our” or “us”). Please carefully read these Terms of Service (“Terms” or “Agreement”) and our{" "} Privacy Policy {" "} located at https://www.miegroups.com/about/Privacy.aspx, which is incorporated into these Terms by this reference. These Terms apply to VisitorSys’s online tools, services and its website at VisitorSys.me (collectively, the “Services”).{" "}

The Services to be performed hereunder shall be specified in separate Order Forms (“Orders”), which upon signature and execution by both parties (the “Parties” or{" "} individually , a “Party”), shall be deemed incorporated herein as a part of this Agreement. Each Order shall stand alone with respect to any other Order entered into under this Agreement. In the event of a conflict between this Agreement and any Order, the provisions of the Order will control, unless the Order specifically acknowledges the conflict and expressly states that this Agreement controls.

IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT ACCEPT THIS AGREEMENT AND YOU MAY NOT USE THE SERVICES.

PLEASE READ THE DISPUTE RESOLUTION PROVISION BELOW BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH VisitorSys AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

Unless otherwise noted, the Services are the property of VisitorSys and its licensors. By using the Services, you agree to these Terms, our{" "} Privacy Policy {" "} and all applicable laws and regulations.

The Services are not intended for the use of children under 18 and no such person is authorized to use them. By using the Services, you are representing that you are at least 18 years old. You also represent, by accessing or using the Services, that you are of legal age to enter into legal agreements.

VisitorSys reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms, at any time. It is your responsibility to check these Terms periodically for changes. Your continued use of the Services following the posting of changes indicates your agreement to and acceptance of the changes. The date of the last update of the Terms is indicated at the top of these Terms.

Grant of License

A duly executed Order between the Parties grants you a non-exclusive, irrevocable, non-transferrable, royalty-free, worldwide license to the Services for a period of time as specified in the Order (the “Order Term.”) However, nothing contained herein is intended to grant you any rights to VisitorSys’s Intellectual Property. The Services constitute VisitorSys’s intellectual property and will remain the exclusive property of VisitorSys and its licensors.{" "}

Term of Agreement, Renewal, and Pricing

The Services shall be for a term of as set forth in an Order (the “Order Term”). At the end of any such Order Term, unless terminated in writing or email by either you or VisitorSys, at least 30 days in advance of the end of the term, the Order shall automatically renew for a successive Order Term of the same duration. The pricing for each such renewal period shall be an increase of 5% over the most recent annualize fee unless otherwise agreed upon in the Order. Unless otherwise provided in the Order, in the event that you or any of your affiliates, subsidiaries, directors, officers, employees and agents continue to utilize the Services beyond the end of the Order Term, then the Order Term shall automatically renew for another year, regardless if the Order specifies that it shall not auto-renew. This clause overrides any language in any Order or herein specifying that the terms of the Order override the terms of this Agreement.

Terms of Payment

Unless otherwise agreed in a duly executed Order Form, all invoices are payable within thirty (30) days of the invoice date. Invoices not paid in accordance with terms are subject to interest charges at the rate of one and one-half percent (1.5%) per month, unless prohibited by law, in which event invoices will be subject to interest charges at the maximum legal rate. No dispute arising under the Agreement or any Order, nor delays beyond the reasonable control of VisitorSys shall interfere with your prompt payment in full of any invoice. All fees are exclusive of applicable sales, excise, or use taxes. Except for income taxes levied on VisitorSys’s net income, you shall pay or reimburse VisitorSys for all national, federal, provincial, state, local or other taxes and assessments of any jurisdiction, including sales or use taxes, data processing taxes, royalty taxes and amounts levied in lieu thereof which are legally payable by you for charges set, services performed or to be performed, or payments made or to be made hereunder. You shall not be entitled to deduct the amount of any such taxes, duties or assessments from payments made to VisitorSys under this Agreement. This provision shall survive the termination of this Agreement and shall be applicable regardless of the time frame in which the requirement of the payment of such taxes or assessments is asserted (e.g. a deficiency assessment by a taxing authority as a result of an audit after the termination of this Agreement). Time and terms of payment are essential hereto, and if any default therein be made by you, or if your financial responsibility shall at any time become impaired or unsatisfactory to VisitorSys, VisitorSys will have the right to terminate the Services without notice past due payments are made or satisfactory assurance of your financial responsibility is received by VisitorSys. Such right will continue irrespective of any prior failure on the part of VisitorSys to exercise such right. If VisitorSys is required to refer any order to an attorney for collection, you agree that all reasonable costs, reasonable attorney fees, and reasonable expenses of said collection shall be added to the amount due VisitorSys from you.

Privacy and Data Security

Please refer to VisitorSys’s Privacy Policy {" "} for information on how we collect, use and disclose information from our users. Additionally, by using the Services, you acknowledge and agree that Internet transmissions are never completely private or secure. You understand that transmissions to or through the Services may be intercepted by others, and users assume the risk of security breaches and all consequences resulting from them. In furtherance of the foregoing, users must safeguard their credentials. Please let us know immediately if you suspect that your credentials have been compromised. Please do not send us any sensitive personal information.

Content

Unless otherwise noted, all text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained in the Services is owned, controlled or licensed by or to VisitorSys and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights.

Except as expressly provided in these Terms, no part of the Services and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way to any other computer, server, website or other medium for publication or distribution or for any commercial enterprise, without VisitorSys’s express prior written consent.

User Submissions, Feedback and Information

You acknowledge and agree that any submission, feedback, comments or suggestions you may provide regarding the Services either directly or indirectly (for example, through the use on a third-party social media site of a company-designated hashtag) (collectively, “Submissions”) is non-confidential and non-proprietary, shall be treated as public information, may be shared with others on other sites and platforms and is submitted by you in compliance with these Terms. Submissions that constitute feedback, comments or suggestions will be the sole and exclusive property of VisitorSys and you hereby irrevocably assign to us all of your right, title and interest in and to all such Submissions, and VisitorSys shall have an unrestricted, irrevocable, world-wide, royalty-free right to use, communicate, reproduce, publish, display, distribute and exploit such Submissions in any manner it chooses. With respect to all other Submissions, you hereby grant VisitorSys an irrevocable, worldwide and perpetual license to use such Submissions as contemplated in these Terms.

Your provision of a Submission constitutes a warranty and indemnity that you have sufficient license and/or other rights in the content to allow all desired use by VisitorSys.

Your Use of the Services

In connection with your use of the Services, you agree that you will not:

violate any local, state, provincial, national, or other law or regulation, or any order of a court;
infringe, misappropriate or violate VisitorSys’s or any third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy;
interfere with or damage the Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
“scrape,” “crawl” or “spider” any web pages or other services contained in the Services;
display, mirror or frame the Services, or any individual element within the Services, VisitorSys’s name, any VisitorSys trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without VisitorSys’s express written consent;
access, tamper with, or use non-public areas of the Services, VisitorSys’s computer systems, or the technical delivery systems of VisitorSys’s providers;
attempt to probe, scan, or test the vulnerability of any VisitorSys system or network or breach any security or authentication measures;
avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by VisitorSys or any of VisitorSys’s providers or any other third party (including another user) to protect the Services or any of the content on the Services;
attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services; or
advocate, encourage, or assist any third party in doing any of the foregoing.

Any conduct by a user that in our discretion restricts or inhibits any other user from using or enjoying the Services is expressly prohibited.

VisitorSys reserves the right, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Services, or any portion of the Services, for any reason; (2) to modify or change the Services, or any portion of the Services, and any applicable policies or terms; and (3) to interrupt the operation of the Services, or any portion of the Services, as necessary to perform routine or non-routine maintenance, error correction, or other changes. However, VisitorSys shall use reasonable precautions and use best efforts to avoid interruption of the Services.

CONTESTS

From time to time, VisitorSys may sponsor contests within our platform for an amount of actions completed within a certain time frame (e.g. Meetings scheduled during a particular month). No additional purchases are necessary to enter the contest. Terms of the contest and prizes for the winners will be disclosed at the time of the contest. Winners shall be determined by VisitorSys based on metrics recorded by our system. Employees are ineligible for the contest. Winners will be publicly announced and may decline the prize at which point the next runner-up will be awarded the prize. If you have any questions related to contests please email{" "} info@VisitorSys.me.

Acceptable Use Policy For Your Third Party End Users

The Services provide you the capacity to allow third parties within your industry(s) and community(s) to register through social media for your events and marketing campaigns (“Third Party End Users”). VisitorSys reserves the right to require all Third Party End Users to accept VisitorSys’s Acceptable Use Policy listed below. Failure to do so may result in suspension or termination of your account.

ACCEPTABLE USE OF THE SERVICE

No Misuse of the Service . You agree not to misuse the Service. For example, you may not:

use the Service for any unlawful purpose or for promotion of illegal activities;
impersonate another person through the Service or otherwise misrepresent an affiliation with a person or entity in a manner that does or is intended to mislead, confuse, or deceive others;
publish or post other people’s private or personally identifiable information, such as credit card numbers, street address or Social Security/National Identity numbers, without their express authorization and permission;
send unsolicited communications, promotions advertisements, or spam;
publish or link to malicious content intended to damage or disrupt another user’s browser or computer;
access, tamper with, or use non-public areas of the Service, VisitorSys’s computer systems, or the technical delivery systems of VisitorSys’s providers;
probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measure;
access or search the Services by any means other than VisitorSys’s publicly supported interfaces (for example, “scraping”);
forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Service to send altered, deceptive or false source-identifying information;
interfere with or disrupt the access of any user, host or network, including, without limitation, by sending a virus, overloading, flooding, spamming, mail-bombing the Service, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Service; or
promote or advertise products or services other than your own without appropriate authorization.
Content Standards . You may not post any Content on the Service that:
- May create a risk of harm, loss, or physical or mental injury to any other person or the risk of loss or damage to any property;
- violates of any applicable law, any intellectual property rights, or anyone’s right of privacy or publicity;
- is defamatory, libelous or threatening or that constitutes hate speech; or
- contains any information that you do not have a right to make available under law or any contractual or fiduciary duty.

Copyright Policy

We do not permit copyright infringing activities and infringement of intellectual property rights on the Services and will remove any such content if properly notified that such content infringes on another’s intellectual property rights. If you are a copyright owner or an agent thereof and believe that any content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright’s interest;
description of the copyrighted work that you claim has been infringed;
description of the material that you claim is infringing and where it is located on the Services;
identification of the URL or other specific location on the Services where the material that you claim is infringing is located;
your address, telephone number, and email address;
statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

You can contact our Copyright Agent via email at support@VisitorSys.me or by mail at Copyright Agent, c/o VisitorSys, Inc. 4201 Wilson Boulevard, 3rd Floor, Arlington, VA 22203, United States.

Upon receipt of such notice, we will investigate and remove material if necessary. You will be notified of the results of such investigation.

Links to Other Sites

The Services may contain links to other independent third-party websites (“Linked Sites”). These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites are not under VisitorSys’s control, and VisitorSys is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites.

We operate social media pages on third party networks and have social media icons on our website. Social media providers are unaffiliated with us, and we are not responsible for the content or privacy practices of social media providers. Social media providers have their own terms of use and privacy policies, and we encourage you to review those policies whenever you visit their websites or interact with their platforms.

Disclaimer; Limitation of Liability

THE SERVICES AND ALL TOOLS AND CONTENT OFFERED THROUGH THE SERVICES ARE PROVIDED “AS IS, AS AVAILABLE.” ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXCLUDED TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW.

EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT AND UNDER NO LEGAL THEORY, WHETHER TORT (INCLUDING NEGLIGENCE), CONTRACT OR OTHERWISE, WILL VisitorSys OR ITS THIRD PARTY VENDORS, LICENSORS OR SUPPLIERS BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL OR PUNITIVE DAMAGES, EVEN IF VisitorSys HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL VisitorSys’S LIABILITY TO YOU FOR ANY DAMAGES (DIRECT OR OTHERWISE) OR PENALTIES OR LOSS, REGARDLESS OF THE FORM OF ACTION OR CLAIM, EXCEED THE TOTAL AGGREGATE AMOUNT PAID BY YOU TO VisitorSys IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT OR CIRCUMSTANCE GIVING RISE TO SUCH LIABILITY.

BY USING THE SERVICES, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED. ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF ANY LAW, INCLUDING, TO THE EXTENT APPLICABLE, CALIFORNIA CIVIL CODE SECTION 1542, THAT OTHERWISE MIGHT LIMIT YOUR WAIVER OF SUCH CLAIMS.

THE LIMITATIONS AND EXCLUSIONS SET FORTH IN THE FOREGOING PARAGRAPHS APPLY REGARDLESS OF WHETHER THE LIABILITY IS BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF WARRANTIES, OR ANY OTHER LEGAL THEORY, AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so these limitations may not apply to you.

Representations and Warranties

Each Party represents and warrants that it is duly organized, validly existing and in good standing under the laws of the state of its incorporation or formation.

Each Party represents and warrants that it has the power and authority and legal right to enter into this Agreement and any Order it executes, and to perform the obligations hereunder, including under each such Order, and that it has taken all necessary corporate action to authorize execution of any such Order.

Each Party represents and warrants that all necessary consents, approvals and authorizations of governmental authorities and other persons required to be obtained related to the performance of this Agreement and any executed Order have been obtained.

Each Party represents and warrants that the execution and delivery of any Order will not conflict with or violate any requirement of any applicable laws or regulations, and do not conflict with or constitute a default under any contractual obligation enforceable against it.

Each Party represents and warrants that it shall perform its obligations in a professional manner, in accordance with the standards of care and diligence practiced by recognized organizations in performing services of a similar nature at the time of any Order Term, and in accordance with all applicable laws, rules, regulations and guidelines.

VisitorSys represents and warrants that it has the right to provide the Services herein and in the provision of such Services, it will not infringe a valid patent, trade secret, copyright, or other intellectual property rights of a third-party.

You represent and warrant that your use of the Services will not violate any law nor infringe upon any patent, trademark, copyright or any trade secret or any other proprietary right of any third party or person.

Indemnity

You agree to indemnify and hold VisitorSys harmless from any demands, loss, liability, claims or expenses (including attorneys’ fees), made against VisitorSys by any third party due to or arising out of or in connection with (1) your access to or use of the Services; (2) your violation of these Terms or any applicable law, rule or regulation, (3) your violation of any rights of any third party; or (4) any disputes or issues between you and any third party.

VisitorSys at its own expense, will defend indemnify, and hold you and your affiliates, subsidiaries, directors, officers, employees and agents (each an “Indemnitee”), from and against any and all liability, loss, cost, expense, damage, claims or demands, including reasonable attorneys’ fees, incurred by or demanded from any Indemnitee, arising out of or relating to: (1) any unauthorized release of confidential information due unauthorized access or use of your data, or (2) any actual or alleged infringement of any third-party patent, trademark, copyright or other intellectual property or violation of any industrial property right (including, but not limited to, misappropriation of trade secrets) by the Services. VisitorSys will have the right to conduct the defense of any such claim or action and to all negotiations for its settlement; provided, however, that in no event will VisitorSys enter into any settlement without your prior written consent, which will not be unreasonably withheld. You will have the right to be represented by counsel of your own selection in any court, alternate dispute resolution or settlement discussions, at your own expense.

VisitorSys shall have no obligation to provide the indemnify you to the extent any claim arises solely from (1) use of the Services in combination with any other products not provided, or combinations that may not be reasonably anticipated by VisitorSys if the infringement would not have occurred but for such combination; or (2) any material alteration or modification of the Services not intended or authorized by VisitorSys, if the infringement would not have occurred but for such alteration or modification.

Violation and Termination

You agree that VisitorSys may, in its sole discretion, without prior notice and to the extent applicable, terminate your access to the Services and/or block your future access to the Services if we determine that you have violated these Terms or other agreements or guidelines which may be associated with your use of the Services. You also agree that any violation by you of these Terms will cause irreparable harm to VisitorSys for which monetary damages would be inadequate, and you consent to VisitorSys obtaining any injunctive or equitable relief that VisitorSys deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies VisitorSys may have at law or in equity.

Either Party may terminate if the other Party breaches any material provision of an Order or this Agreement. In the event of a breach, the allegedly breaching Party must be provided with written or emailed notice of any violation to the designated point of contact, and offered 30 days to cure the violation after receiving said notice. If the breach is not cured by the end of the 30-day period, then any previously delivered termination notice becomes effective without further notice.

Upon finalized termination, (a) you shall immediately cease use of the Services, and (b) VisitorSys may keep any and all payments made up to the date of such termination.

Governing Law

You agree that all matters relating to your access to or use of the Services, including all disputes, will be governed by the laws of the United States and by the laws of the Commonwealth of Virginia excluding: (1) its conflicts of law principles; and (2) the United Nations Convention on Contracts for the International Sale of Goods.

Dispute Resolution

PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH VisitorSys AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

Binding Arbitration. {" "} You agree that to the fullest extent permitted by law all disputes, claims, suits, or controversies arising out of or in any way connected with these Terms and the use of the Services (collectively, “ Disputes ”), shall be finally settled by binding arbitration administered by the American Arbitration Association (“ AAA ”) under the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “ AAA Rules ”) of the AAA, as modified by these Terms. There shall be one (or if either party so requests, then by a panel of three arbitrators) appointed in accordance with the Rules, and you waive your rights to have any and all Disputes resolved in a court; provided, however, that this agreement to arbitrate does not (i) extend to Disputes in which either party seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents, (ii) the right to pursue enforcement actions through applicable U.S. federal, state, or local agencies where such actions are available, or (iii) seek injunctive relief in a U.S. court of law. The language of the arbitration shall be English. The arbitration proceedings and decision of the arbitrator(s) shall be kept confidential (and may not be disclosed) by the parties or the arbitrator(s), except to the extent necessary to compel any award made by the arbitrator(s).

No Class Arbitrations, Class Actions or Representative Actions . Any Dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. There will be no class arbitration or arbitration in which an individual attempts to resolve a Dispute as a representative of another individual or group of individuals. Further, a Dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.

Location . The location of the arbitration shall be in Arlington, Virginia.

Authority of Arbitrator(s). As limited by the AAA Rules and these Terms, the arbitrator(s) will have (i) the exclusive authority and jurisdiction to make all procedural and substantive decisions regarding a Dispute, including the determination of whether a Dispute is arbitrable, and (ii) the authority to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator(s) do not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms, or to award punitive damages or any other damages that are not compensatory. The arbitrator(s) may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.

Jurisdiction. {" "} To the extent that any lawsuit or court proceeding is permitted under these Terms, to the fullest extent permitted by law you agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located in Arlington, Virginia for the purpose of litigating all such disputes. You also waive your rights to a jury trial.

Time Limit for Claims. {" "} Any claim under these Terms must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. You agree to the admissibility of computer records and electronic evidence in any dispute herein.

Severability of Dispute Resolution; Arbitration. In the event the provisions in this Dispute Resolution Section are held invalid or unenforceable, then this Dispute Resolution Section, in its entirety, will cease to apply, and the parties will not be obligated to arbitrate any Disputes.

Assignment

You shall not assign your rights and liabilities under this Agreement or any Order without the prior written consent of VisitorSys, and any purported assignment without such consent shall be void. This approval requirement shall not apply in connection with a merger, acquisition or reorganization. In addition, VisitorSys shall have the right without consent to assign any or all of its rights and obligations under this Agreement or any Order to any of its affiliates. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the parties’ successors in interest. For purposes of this Agreement, “affiliates” shall mean any direct or indirect subsidiary or parent entity and any direct or indirect subsidiary of any such parent entity.

Users Outside of the United States

Although the Services are accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the website are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. If you choose to access the Services from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.

Force Majeure

VisitorSys and any of its employees or agents shall not be in breach of this Agreement or any Order for any delay or failure in performance caused by reasons out of its reasonable control. This{" "} includes, but is not limited to, acts of God or a public enemy; natural calamities; failure of a third party to perform; changes in the laws or regulations; actions of any civil, military or regulatory authority; power outage or other disruptions of communication methods or any other cause which would be out of VisitorSys’s reasonable control.

Miscellaneous

You may preserve these Terms in written form by printing it for your records, and you waive any other requirement that these Terms be evidenced by a written document.

You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Services, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations.

All provisions of these Terms are severable, and the unenforceability or invalidity of any of the provisions will not affect the enforceability or validity of the remaining provisions. These Terms, together with our Privacy Policy, any Orders mutually executed between the Parties, and any other legal notices published by VisitorSys, constitute the entire agreement between you and VisitorSys with regard to your use of the Services. VisitorSys’s failure to insist on or enforce strict performance of this Agreement shall not be deemed a waiver by VisitorSys of any provision or any right it has to enforce this Agreement. Any such waiver must be in writing in order to be effective. This Agreement shall not be interpreted or construed to confer any rights or remedies on any third parties.

Canada

The parties declare that they have required that these Terms and all documents related hereto, either present or future, be drawn up in the English language only.{" "} Les parties déclarent par les présentes qu’elles exigent que cette entente et tous les documents y afferents, soit pour le present ou le future, soient rédigés en langue anglaise seulement.

Notice for California Users

Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at (800) 952-5210.

Questions and Contact Information

Please contact us if you have any questions about these Terms. You may contact us by sending correspondence to 4201 Wilson Boulevard, 3rd Floor, Arlington, VA 22203, or by emailing us at{" "} support@VisitorSys.me .

Terminology

1. Social Media Definitions

Advocate – {" "} Any attendee/registrant that socially registers for your event via the VisitorSys Login Widget.

An VisitorSys Advocate is anyone {" "} who has socially signed up for your show using VisitorSys’s Login Widget.
These VisitorSys Advocates are presented with targeted and relevant contacts to invite to your event.

Acquisition – Any attendee/registrant who successfully registers for your event (makes it to the Confirmation page for your event) who was in the network of an Advocate.

Acquisitions are termed this as they were successfully influenced by an Advocate in some way, whether this was through either a{" "} POST or a Personal Invite (see definitions below).
Acquisitions can be either a Manual or Regular Registrant {" "} (basically a non-social and therefore not an Advocate) or an{" "} Advocate – type Registrant.
IMPORTANT: {" "} Acquisitions can ONLY happen if an Advocate posted to the Acquisition’s network, or sent them an invite. Therefore, Acquisitions can only occur{" "} after {" "} an Advocate takes an action on his or her network, e.g. “does advocate for the event.”
On the Registrants / Advocates Report in Admin, {" "} you can see a time-stamp of when the successful advocacy was posted and by whom. Sometimes this relationship is strong in terms of the time of impression (advocacy), AND the resulting conversion (acquisition/successful registrant).

Messages – There are three types of “messages” VisitorSys can send, Posts, Invites and Advocacy Messages.

Post: Message posted on the user’s selected social network as a Timeline Update (Facebook), Tweet (Twitter) or Status Update (LinkedIn and Xing).
Invite: Message sent directly to a contact of the Advocate. See personal invites expanded below.
Advocacy: These types of messages are really posts that are sent to the social network of the user once they click on a button in a Social Email or click on the third tab of the Social Widget — Share — and share and update with their network.

Trusted Impressions {" "} – VisitorSys generates Trusted Impressions when a socially signed in user (Advocate) posts to his or her wall/timeline/status update and also when he or she sends a personal invite to a contact in their network(s).

The aggregate sum of Trusted Impressions reported in your VisitorSys Dashboard is the total amount of socially authorized users who have:

Become socially authorized users who opted to post to his or her network(s) + the number of invites sent = Total Trusted Impressions

Definition of Trusted Impression(s)

Trusted impressions are generated when an Advocate posts to his personal network a message that is viewable by his first degree (direct) friends/connections. Even if the Advocate’s settings are set to “Public”, a trusted impression is only calculated by that Advocate’s in-network friends/connections. This again means first-degree connections only.

2. Reporting

Sample Reporting Infographic

Definitions are inline and expanded below.

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