NightWatch Subscription Agreement
Thank you for your interest in NightWatch, the internationally acclaimed nightly newsletter that tracks and assesses threats to US national security. NightWatch is brought to you by Kforce Government Solutions, Inc. (“KGS”). By subscribing to NightWatch, you agree to abide by the terms, conditions and policies that govern www.kforcegov.com, as posted there and updated from time to time, as well as the additional terms of this Subscription Agreement (together the “Agreement”).
a) Customer means the individual(s) authorized to access and the services including the NightWatch newsletter pursuant to the terms of the Agreement.
b) Content means the KGS website and NightWatch newsletter owned by KGS and provided to the Customer via email or access to the KGS website or by other means as specified by KGS.
c) Services means access to the KGS website and the provision of the NightWatch newsletter.
d) Payment Period means the period for which the Customer shall be entitled to access to the KGS website and access to the NightWatch newsletter.
e) Subscription Fee means the fee charged to Customer for access to the KGS website and NightWatch newsletter.
2. Subscription Fee:
You agree to pay KGS for your subscription in U.S. dollars only via a credit card, which will be charged either monthly or annually. Your subscription shall renew automatically unless you cancel your subscription via the Customer Service toll-free number (844-743-2187) at least thirty (30) days prior to the next billing date. You agree to keep the credit card information up to date. If the credit card you provide is cancelled, if any payment is disputed or revoked, or if KGS does not receive payment for any reason, KGS may, at its option, immediately, and without notice – suspend or cancel your subscription.
Your subscription and the content of NightWatch are for your own, personal use. NightWatch and its contents are protected by copyright law and are not to be shared, retransmitted, resold, copied, forwarded, or sublicensed to anyone in any form or format without KGS’s express written consent. Your subscription is not transferable to, or usable by, another person, business or other entity without KGS’s consent.
4. Term and Termination:
a) KGS will provide the NightWatch newsletter to the Customer for the Payment Period for which Customer has paid subscription fees. Customer may cancel its subscription at any time during the Payment Period. Customer shall not receive any refund or rebate for a termination occurring during a Payment Period.
b) KGS reserves the right, at its sole discretion and conditional only upon repayment and or credit of unused prepaid subscription fees as calculated on a pro rata basis to terminate Customer access to the KGS website and the NightWatch newsletter or to discontinue the services and NightWatch newsletter for all customers without notice. Notwithstanding the foregoing, KGS may, immediately terminate Customer access to the KGS website and the NightWatch newsletter without further notice if it reasonably believes that Customer has engaged in activity that violated applicable law or any provision of this Agreement.
5. Intellectual Property:
a) Proprietary Rights. The services and NightWatch newsletter were developed, compiled, prepared, revised, selected, and arranged by KGS through the application of methods and standards of judgment developed and applied through the expenditure of substantial valuable time, effort, and resources and constitute valuable intellectual property and trade secrets of KGS. Customer agrees that it has no ownership rights in or to the KGS website or NightWatch newsletter and that no such rights are granted under this Agreement.
b) Protection of Intellectual Property. Customer agrees to protect the proprietary rights of KGS during and after the term of this Agreement. Customer shall honor and comply with all written requests made by KGS to protect its contractual, statutory and common law rights in the services, website and NightWatch newsletter with the same degree of care used to protect its own proprietary rights which in no event shall be less than reasonable efforts. Customer agrees to notify KGS in writing promptly upon becoming aware of any claim that the services, website, or NightWatch newsletter infringes on any patent, copyright, trademark or other contractual, statutory or common law rights. KGS shall retain all rights to all data comprising or included in the services, website, and NightWatch newsletter. All KGS information, data, software, functionality and services are proprietary and are protected by copyright laws, international copyright treaties, and other intellectual property laws and treaties.
c) Names and Marks. Customer shall not use any of KGS’s trademarks, trade names or service marks in any manner that creates the impression that such names and marks belong to or are identified with Customer or other use without the express written consent of KGS. Customer acknowledges that it has no ownership rights in or to any of these names or marks.
6. Disclaimer and Warranties:
a) Disclaimer. NightWatch includes analysis and assessment of developing situations, forward-looking statements, and information from a variety of sources. Therefore, you agree that the accuracy of NightWatch and its contents is not guaranteed. Views and opinions expressed in NightWatch are solely those of the author and do not necessarily represent those of KGS, its management, or affiliates.
b) Although NightWatch is scheduled for publication each business day, this publication schedule is subject to change because of, for example, technical failures, illness, personal emergencies involving the NightWatch staff, severe weather, or other events that interfere with KGS’s normal schedule.
c) Warranties. All services are provided “as is”. KGS and its affiliated companies expressly disclaim all warranties including the warranties of merchantability and fitness for a particular purpose and disclaim all responsibility for any loss or claim of any kind relating in any way to the use of the services and any content contained therein.
7. Limitation of Liability:
CUSTOMER AGREES TO HOLD KGS AND ITS AFFLILIATED COMPANIES HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS AND LOSSES ARISING OUT OF OR IN ANYWAY RELATED TO ITS USE OF THE SERVICES OR ANY CONTENT CONTAINED THEREIN. IN NO EVENT SHALL KGS, ITS AFFILIATED COMPANIES, OR ITS OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS OR REPRESENTATIVE BE LIABLE TO CUSTOMER FOR ANY SPECIAL , INDIRECT, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OR LOSS OF GOODWILL IN ANY WAY RELATING TO THE USE OF SERVICES OR THE PERFORMANCE OR NON-PERFORMANCE OF ANY OBLIGATION UNDER THIS AGREEEMENT, INCLUDING THE FAILURE OF ESSENTIAL PURPOSE. KGS’S LIABIITY TO ANY CUSTOMER FOR DAMAGES UNDER HIS AGREEMENT SHALL NOT EXCEED THE AMOUNT OF SUBSCRIPTION FEES PAID BY CUSTOMER. Not all states allow limitations on certain kinds of damages, so these limitations might not apply to you.
You agree that any dispute between you and KGS, including but not limited to any dispute arising from or relating to this Agreement, shall be governed by the laws of Florida (without resort to conflict of law principles) and the laws of the United States of America. The mandatory and exclusive venue for any litigation between you and KGS shall be a court of appropriate subject-matter jurisdiction in or for Hillsborough County, Florida, which you agree is a convenient venue.
9. Miscellaneous Provisions:
a) Assignment. Neither this Agreement nor any part or portion may be assigned, sublicensed or otherwise transferred by Customer without the express written consent of KGS.
b) Enforceability. Should any provision of this Agreement be held to be void and invalid, unenforceable or illegal by a court, the validity and enforceability of the other provisions will not be affected.
c) Waiver. Failure of either party to enforce any provision of this Agreement will not constitute or be construed as a waiver of such provision or right to enforce the provision.
d) Entire Agreement. Agreement sets forth the complete terms of your subscription and supersedes any prior written or oral statements or understandings. This Agreement cannot be modified except by (a) a writing signed by KGS or (b) the posting of a revised agreement on KGS’s website, currently available at www.kforcegov.com. When we make revisions, we will also revise the "updated" date at the top of the copy of the agreement posted on KGS’s website. Such changes shall be effective when posted. By continuing your subscription after changes are posted, you accept and assent to this agreement as amended.