This Privacy Policy describes how Visible Network Labs (“VNL”, “we”, “our”, “us”), visiblenetworklabs.com (the “Website”), and PARTNER (CPRM or PARTNERme) (the “Services”) collects, uses, and discloses information, and what choices users and visitors have with respect to that information.

We understand how important your privacy is and will take reasonable steps to protect your information as if it were our own. This document provides our policies and procedures for collecting, using, and disclosing your information.

Information We Collect, and How We Use It

Website Visitors

When you simply browse our website the only information we collect is your Internet Protocol (IP) address along with non-personally identifiable information of the sort that web browsers and servers typically make available, such as the browser type, language preference, referring site, and the date and time of each visitor request. Visible Network Labs’ purpose in collecting non-personally identifying information is to better understand how Visible Network Labs’ visitors use its website and to monitor and improve our Website and Services. From time to time, we may release non-Personal Information in the aggregate, e.g., by publishing a report on trends in the usage of its website.

Cookies: This website uses cookies. A “cookie” is a small piece of information that our site can send to your browser, which can then be stored on your computer’s hard drive so we can recognize you upon your return to our site. Cookies may store unique identifies, user preferences, and other information. You may set your web browser to notify you when you receive a cookie, or to restrict the use of cookies. Should you decide not to accept cookies from us, you may limit the functionality we can provide during your site visit.

Pixel Tags: This website uses “pixel tags,” also known as “web beacons,” which are small graphic files or snippets of code that allow us to monitor the use of the Website. A pixel tag is placed on a website or email for the purpose of tracking activity on the website, or when emails are opened or accessed, often in combination with cookies. A pixel tag can collect information such as the IP address, the URL of the page on which the tag appears; the time the page was viewed; the type of browser fetching the tag; and the identification number of any cookie on the computer previously placed by that server.

Google Analytics: This Website uses Google Analytics to help analyze how visitors use the Website. Google Analytics uses “cookies,” and the information generated by the cookie about your use of the Website (including IP address) is transmitted to Google. This information is then used to evaluate visitors’ use of the Website and to compile statistical reports on Website activity. For more information regarding how Google Analytics protects your data, please visit Google’s website at https://support.google.com/analytics/answer/6004245?hl=en.

Do Not Track: This site does not respond to Do Not Track (DNT) signals. Third party applications and plugins, such as social media integration, may treat DNT signals differently.

Registered Users

Personal Information: When you register for the PARTNER CPRM or PARTNERme through Visible Network Labs, we collect personal information including name, username, email, account password, account name and date of registration. We also collect IP addresses, information about your computer, geographic location, and other standard web log information. We do not disclose Personal Information other than as described below. Visitors can always refuse to supply Personal Information, with the caveat that it may interfere with the function of certain applications or website-related activities.

Survey and Form Responses: When you use PARTNER CPRM or PARTNERme whether directly through Visible Network Labs or through another user, we collect your survey and form responses including name, demographic data, organizational relationships when asked, and any other content you provide in response to questions through the services. Some of our services allow users to set custom questions that they submit to their clients. We do not control or direct these questions, however, any information you provide in response to those questions, even if through third parties, is collected and stored.

VNL has a legitimate interest in collecting your Personal Information to provide the products and services (such as PARTNER CPRM or PARTNERme) you have requested or purchased, and to monitor, evaluate and improve our business and the products and services we offer, as well as to produce aggregate statistics and reports on networks and populations as a service to the public good. Specifically, we may use your information to:

• respond to inquiries, send service notices, and provide customer support.
• promote, analyze, modify, and improve our products, systems, and tools, and develop new products and services.
• analyze and advertise our products and services.
• conduct aggregate analysis and develop business intelligence tools that enable us to operate, protect, make informed decisions, and report on the performance of, our business.
• confidentially share Personal Information with third party service providers that provide services on our behalf and business partners which help us operate and improve our business (for example, a consultant who provides data visualization services for final reports).
• include identifiable information for data dashboards only when a user chooses to, and reviews use of that data on public facing community platforms; and
• ensure network and information security through Visible Network Labs and our Services.

We may send you email marketing communications about Visible Network Labs products and services, invite you to participate in our events or surveys, or otherwise communicate with you for marketing purposes. When we collect your business contact details through your participation at workshops, training, or other events, we may use the information to follow-up with you regarding an event, send you information that you have requested on our products and services and, with your permission, include you on our marketing information campaigns.

Personal Health Information: When you use PARTNERme whether directly through Visible Network Labs or through another user, we collect your responses including name, demographic data, organizational/individual relationships when asked, and any other content you provide in response to questions through the services. Information is only shared back to those who VNL has signed a BAA with and is allowed to share the information with. All your personal data is protected under your HIPAA disclosures with your provider. VNL has the safeguards in place to guarantee the privacy, integrity, and security of PHI. VNL has set up the necessary infrastructure of personnel, procedures, and systems to 1) develop and implement the necessary HIPAA policies; 2) to monitor, audit, and review compliance with all HIPAA policies; and 3) to provide a mechanism for reporting incidents and HIPAA security violations. VNL employees take annual HIPAA training and follow a set of policies and procedures to ensure those safeguards are followed on the VNL side.

Aggregated Statistics

We may collect statistics about the behavior of visitors to the Website. However, Visible Network Labs will not disclose Personal Information other than as described below.

We provide aggregated statistics on networks and population health outcomes based on information collected from our services. The purpose of this is to support communities and provide for the public good.

All data are de-identified when used in analysis and anonymous unless the user has given consent to be identified or to all network members to be identified. The user is the account holder. 

Payments

When paying for an account subscription, Visible Network Labs uses a third-party payment processor, Stripe, to assist in processing your personally identifiable payment information. We do not receive or store credit card information into our servers. These transactions and Stripe’s use of your personal information is governed by their privacy policy (available at stripe.com/privacy).

Where We Store Your Information

If you are located outside the United States, the information that we collect from you may be transferred to, and stored and processed at, a destination in the United States. By submitting information, you agree to this transfer, storing or processing. We take all steps reasonably necessary to ensure that your information is treated securely and in accordance with this Privacy Policy.

Disclosing Your Information

Visible Network Labs PARTNER Private Accounts

Private accounts (surveys, app users, and that corresponding data) are only accessible to those that you or other managers on your account have granted access to. Visible Network Labs’ employees can access the data on the backend. Users can choose to make their data results public facing, which brings added features and benefits to the users. Managers may be asked if they want to share data with their partners, clients, stakeholders, or the public. Managers can refuse or agree at will. There are no penalties for any choice.

Public Good Use of the Data

By using VNL tools, you agree that your data can be included in the larger PARTNER dataset. Your data are only identifiable to the VNL employees, contractors, research partners, and affiliated organizations (no organization names are made public without expressed permission, which can be given by the manager or the organization that answered the survey). Organizations may be displayed on the data dashboards/visualizations as coded nodes in network maps (for example, coded as a “nonprofit organization.” All data are grouped into one large dataset that is used for network research and general knowledge on networks, and to feed into the online data dashboards. Electing to exclude your data from the larger data set does not prohibit use of PARTNER. Please notify us at privacy@visiblenetworklabs.com to discuss excluding your data from the larger dataset.^[1]

Business Transfers

If Visible Network Labs, or substantially all of its assets were acquired, or in the unlikely event that Visible Network Labs goes out of business or enters bankruptcy, user information would be one of the assets that is transferred or acquired by a third party. You acknowledge that such transfers may occur, and that any acquiror of Visible Network Labs may continue to use your personal information as set forth in this policy.

Subprocessors

Visible Network Labs uses data subprocessors to assist with analytics, data storage and advertising. A list of the subprocessors that VNL uses can be requested by contacting us at privacy@visiblenetworklabs.com.

EU Data Subjects and GDPR

Data Subject Rights

Your Data Protection Rights

Depending on your location and subject to applicable law, you may have the following rights with regard to the Personal Data we control about you:

• the right to request confirmation of whether VNL processes Personal Data relating to you, and if so, to request a copy of that Personal Data.
• the right to request that VNL rectifies or updates your Personal Data that is inaccurate, incomplete, or outdated.
• the right to request that VNL erase your Personal Data in certain circumstances provided by law; and
• the right to request that VNL restrict the use of your Personal Data in certain circumstances, such as while Stripe considers another request that you have submitted (including a request that VNL make an update to your Personal Data).

Where the processing of your Personal Data is based on your previously given consent, you have the right to withdraw your consent at any time. You may also have the right to object to the processing of your Personal Data on grounds relating to your particular situation.

The GDPR provides certain rights to online users located in European Union countries. You may withdraw your consent to processing of your Personal Information by clicking the [Unsubscribe Link] at the bottom of this page. If you wish to confirm that VNL is processing your Personal Information or wish to access Personal Information VNL may possess about you, please contact us at privacy@visiblenetworklabs.com. You may also request information about the purpose of the processing; the categories of Personal Information stored; who outside VNL might have received the Personal Information; what the source of the information was (if you did not provide it directly to us); and how long it will be stored. You have a right to correct (rectify) the record of your Personal Information maintained by VNL if it is inaccurate. Subject to certain exceptions, you may request that VNL erase that Personal Information or cease processing it by emailing privacy@visiblenetworklabs.com. You may also request that VNL cease using your Personal Information for direct marketing purposes. When technically feasible, VNL will, at your request, provide your Personal Information to you or transmit it directly to another data controller. You also have the right to file a complaint with the data protection authority in your country of residence.

California Residents

Under California’s “Shine the Light” law, California residents who provide personal information in obtaining products or services for personal, family, or household use are entitled to request and obtain from us a calendar year information about the customer information we shared, if any, with other business for their own direct marketing uses. If applicable, this information would include the categories of customer information and the names and addresses of those businesses with which we shared customer information for the immediately prior calendar year (e.g., request made in 2019 will receive information regarding 2017 sharing activities).

To obtain this information, please send an email message to privacy@visiblenetworklabs.com with “Request for California Privacy Information” on the subject line and in the body of your message. We will provide the requested information to you at your email address in response. Please be aware that not all information sharing is covered by the “Shine the Light” requirements and only information on covered sharing will be included in our response.

No Information from Children Under Age 13

Neither the Website nor the Services are directed to children under the age of thirteen. If we learn that we have collected Personal Information from a child under the age of thirteen, we will promptly delete that information. If you believe we have collected Personal Information from someone under age 13, please email us at privacy@visiblenetworklabs.com. Prospective users between the ages of 13 and 17, you, your parent, or your legal guardian may request that we remove any of your information in our database and/or opt-out from receiving communications from us. If you wish to do so, please email us at privacy@visiblenetworklabs.com.

Communications Preferences

We offer those who provide personal contact information a means to choose how we use the information provided. You may manage your receipt of marketing and non-transactional communications by clicking on the “unsubscribe” link located on the bottom of our marketing emails or you may send a request to privacy@visiblenetworklabs.com. Please note that if you opt-out of receiving marketing related emails from us, we may still send you important administrative messages that are required to provide you with our Services.

Correcting, Updating and Removing Your Information

Upon request we will provide you with information about whether we hold, or process on behalf of a third party, any of your personal information. To request this information please contact us at privacy@visiblenetworklabs.com. Account owners may update or change their account information by editing their profile or organization profile or by contacting support@visiblenetworklabs.com for more detailed instructions. To make a request to have personal information maintained by us returned to you or removed, please email support@visiblenetworklabs.com. Requests to access, change, or remove your information will be managed within 30 days.

An individual who seeks access to, or who seeks to correct, amend, or delete inaccuracies in personal information stored or processed by us on behalf of an account owner should direct his/her query to the account owners (the data controller). Upon receipt of a request from one of our account owners for us to remove the data, we will respond to their request within thirty (30) days. We will retain personal information that we store and process on behalf of our account owners for as long as needed to provide Services to our users. We will retain and use this personal information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.

The security of your personal information is important to us. We follow generally accepted standards to protect the personal information submitted to us, both during transmission and once it is received. If you have any questions about the security of your personal information, you can contact us privacy@VisibleNetworkLabs.com.

If you are an account owner or otherwise provide us with personal information in connection with your use of our Websites or Services, we will delete this information upon your request, provided that, notwithstanding such request, this information may be retained for as long as you maintain an account for our Services, or as needed to provide you with our Services, comply with our legal obligations, resolve disputes and enforce our agreements.

Security and Retention

We make reasonable efforts to ensure a level of security appropriate to the risk associated with the processing of Personal Data. We maintain organizational, technical, and administrative measures designed to protect Personal Data within our organization against unauthorized access, destruction, loss, alteration, or misuse. Your Personal Data is only accessible to a limited number of personnel who need access to the information to perform their duties. Unfortunately, no data transmission or storage system can be guaranteed to be 100% secure. If you have reason to believe that your interaction with us is no longer secure (for example, if you feel that the security of your account has been compromised), please contact us immediately.

If you are a Visible Network Labs User, we retain your Personal Data as long as we are providing the Services to you. We retain Personal Data after we cease providing Services to you, even if you close your Visible Network Labs account, to the extent necessary to comply with our legal and regulatory obligations. We also retain Personal Data to comply with our tax, accounting, and financial reporting obligations. Where we retain data, we do so in accordance with any limitation periods and records retention obligations that are imposed by applicable law.

Privacy Policy Changes

Although most changes are likely to be minor, Visible Network Labs may change its Privacy Policy from time to time, and in Visible Network Labs’ sole discretion. Visible Network Labs encourages visitors to frequently check this page for any changes to its Privacy Policy. Your continued use of this site after any change in this Privacy Policy will constitute your acceptance of such change.

Effective Date: March 9, 2018
Updated Date: October 12, 2022

Questions?

If you have any questions about our privacy policy, you can contact us by email at privacy@visiblenetworklabs.com or by mail using the following address:

By mail:
Visible Network Labs Inc.
Attn: Privacy
8045 Flower Court
Arvada, CO 80005

[1] The Colorado Multiple Institute Review Board (COMIRB) approved use of the PARTNER data as a secondary data set under the Protocol #11-0098, “Assessing Partnerships in Public Health Collaboratives: Analyzing a Secondary Data Set from PARTNER (Program to Analyze, Record, and Track Networks to Enhance Relationships)”.

Visible Network Labs (“VNL”, “we”, “our”, “us”) developed the visiblenetworklabs.com and partnertool.net websites (“Website”, “Services”) to help you solve complex problems through our comprehensive PARTNER Platform that provides all the tools, data and services in one place to help you measure, visualize and track key relationships and connections (personal and inter-organizational). We understand how important securing your data is and we take reasonable steps to protect your information as if it were our own.

All communication between your browser and our servers is encrypted over HTTPS. Data is recorded into a database running on a password protected HIPAA-compliant Google Compute Engine server located in the United States. The data is only accessible through the visiblenetworklabs.com web interface and requires a valid login. The web interface has a valid SSL certificate so that no clear text data will be transmitted.

Our web interface has five access levels with varying levels of access to data:

• Super Administrator: users in this role can access all data for all users. Super Administrator accounts are limited to VNL leadership.
• Administrator: users in this role can access data for specific users as necessary to perform their role/job responsibilities. Administrator accounts are limited to specific VNL employees.
• PARTNER Account Owners: users in this role can access all data for all projects (or subprojects) under their account.
• Collaborators: users in this role are given either Read Only or Read/Write Access by the Account Owner. Those with Read Only access can only view the data within the PARTNER Analyzer. Those with Read/Write Access can view/edit data within the project same as an account owner.
• Respondents/Participants: users in this role are only able to access the data that they individually contributed to the dataset. These users can modify, change, or view their data.

PARTNER CPRM:

Unless a manager opts-out of inclusion, data are added to our larger PARTNER dataset of cross-sector interorganizational data. We retain all the data, coded by their organizational names (participant contact information is not retained for this dataset). Data are only identifiable to the VNL employees, contractors, research partners, and affiliated organizations (no organization names are made public without expressed permission, which can be given by the manager or the organization that answered the survey). Organizations may be displayed on the data dashboards/visualizations as coded nodes in network maps (for example, coded as a “nonprofit organization.” All data are grouped into one large dataset that is used for network research and general knowledge on networks, and to feed into the online data dashboards.

As a result, we maintain the largest whole network dataset collected using the same survey and methodology. VNL uses that data to conduct descriptive and inferential analysis in exploration of cross-sector network impact and effectiveness to enhance practice. We value privacy at VNL and can make any exceptions and/or exclude your data altogether if you chose not to contribute to this dataset. Electing to exclude your data from the larger data set does not prohibit use of PARTNER.

• You can notify us at any time to destroy all records of your data from the dataset at any time. We will not do this unless we get a request in writing from you.
• You can opt-out of inclusion in the PARTNER inter-organizational dataset if you so choose. Please notify us of your election to opt-out in writing.
• We do not routinely destroy the data.
• All data is backed up daily and the backups are retained for a minimum of 30 days.

PARTNERme:

Visible Network Labs has safeguards in place to guarantee the privacy, integrity, and security of PHI. VNL has set up the necessary infrastructure of personnel, procedures, and systems to 1) develop and implement the necessary HIPAA policies; 2) to monitor, audit, and review compliance with all HIPAA policies; and 3) to provide a mechanism for reporting incidents and HIPAA security violations.

VNL employees take annual HIPAA training and follow a set of policies and procedures to ensure those safeguards are followed on the VNL side. VNL performs annual audits (IT Risk, HIPAA Physical Site, HIPAA Security, HITECH Breach Notification, and Device audits) to ensure we remain in compliance. VNL is continuously monitoring our compliance within HIPAA security standards by conducting security assessments. Assessments determine whether security controls have been properly implemented. When risk assessments are complete, VNL implements risk management to remediate flaws revealed by the assessment.

VNL signs BAAs with all Covered Entities (Account Owners) to document the protection of patient privacy and security. Account Owners are also responsible for taking their own safeguards for not using or sharing PHI when it is not required to perform job responsibilities.

Payments:

All payments are securely managed with full PCI-compliance through Stripe, the industry standard. We do not store any sensitive billing information on our own servers. We do not receive or store credit card information into our servers. These transactions and Stripe’s use of your personal information is governed by their privacy policy (available at stripe.com/privacy).

Contingency Plan, Disaster Recovery Plan:

VNL has the necessary contingency, disaster recovery and data backup plans in place to account for situations that may disrupt business continuity. Because our software is hosted on a well-established Cloud provider with strict security policies and built-in storage and network redundancy, the risk of a disaster is lower than it would be if we were hosting our own website. We still recognize that there are extenuating circumstances that can cause a disaster and we have plans in place should they ever occur.

Incident Management Plan

VNL has in place a comprehensive incident management plan designed to respond and inform users (account owners, collaborators, and participants) of any event where their personal information may have been compromised. If any PHI were involved in an incident, VNL will notify all relevant parties involved within the required timeframe per law (notification to individuals, media, Secretary, etc.)

Plan for a data breach:

1. VNL staff and/or partners immediately alerts VNL leadership of the breach
2. An email sent to security@visiblenetworklabs.com will trigger immediate communication of the issue to appropriate parties.
3. VNL quickly assembles the internal team and leadership of associated parties to identify the source and extent of the breach (within the hour).
4. This includes reaching out immediately to customer administrators about the issue if their user information has been breached.
5. Immediate solutions are implemented to prevent breach expansion
   1. Examples include:
      1. Immediate patches
      2. Disabled network access
      3. Resetting passwords
      4. Other relevant means
6. Assess extent, severity, and impact of breach
7. Identify and gather information of all impacted parties (if user information was accessed)
8. Clarify exactly what information has been accessed and the sensitivity of that information
9. Identify the nature and possible intent of the breach to clarify next steps (i.e., human error vs. malicious hacking)
10. Bring in legal support as needed
11. If applicable, proactively, and quickly notify impacted individuals
    1. Provide password reset information or other protections
    2. Continue to follow up with clear information as changes are made

1. After immediate steps have been taken, bring the team together to clarify actions to prevent further breaches. This meeting should take place within one week of the initial breach identification.

Data Security Policy Changes

Although most changes are likely to be minor, Visible Network Labs may change its Security Policy from time to time, at Visible Network Labs’ sole discretion. Visible Network Labs encourages visitors to frequently check this page for any changes to its Security Policy. Your continued use of this site after any change in this Security Policy will constitute your acceptance of such change.

Effective Date: March 9, 2018

Updated Date: October 12, 2022

Questions?

If you have any questions about our security policy, you can contact us by email at security@visiblenetworklabs.com or by mail using the following address:

By mail:
Visible Network Labs Inc.
Attn: Security
8045 Flower Court
Arvada, CO 80005

End User License Agreement

This End-User License Agreement (this “EULA”) is a legal agreement between Software User (“Licensee”) and Visible Network Labs (“Licensor”), the author of the PARTNER Platform, the PARTNER CPRM, and PARTNERme, including all HTML files, XML files, JavaScript files, graphics files, animation files, data files, technology, development tools, scripts and programs, both in object code and source code (the “Software”), the deliverables provided pursuant to this EULA, which may include associated media, printed materials, and “online” or electronic documentation.

By installing, copying, or otherwise using the Software, Licensee agrees to be bound by the terms and conditions set forth in this EULA. If Licensee does not agree to the terms and conditions set forth in this EULA, then Licensee may not download, install, or use the Software.

1. Grant of License

A) Scope of License. Subject to the terms of this EULA, Licensor hereby grants to Licensee on a non-exclusive basis solely for use by you, and you alone, under the terms of this Agreement. VNL, (and, to the extent applicable, its licensors), retains all title to and ownership of the Software and reserves all rights not expressly granted to you hereby. The Software is being distributed by digital download.

B) Installation and Use. Licensee may use a maximum of one (1) user account in the PARTNER Platform.

C) No Transfer of License. You may not transfer your license of the Software to anyone.

2. Description of Rights and Limitations

A) Your PARTNER Platform Account. If you create an account in the Software, you are responsible for maintaining the security of your account and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the project. You must immediately notify Visible Network Labs of any unauthorized uses of your account or any other breaches of security. Visible Network Labs will not be liable for any acts or omissions by You, including any damages of any kind incurred because of such acts or omissions.

By using the Software, you agree that your data can be included in the larger PARTNER dataset. Your data are only identifiable to VNL employees, contractors, research partners, and affiliated organizations (no organization names are made public without expressed permission, which can be given by the manager or the organization that answered the survey). Organizations may be displayed on the data dashboards/visualizations as coded nodes in network maps (for example, coded as a “nonprofit organization.” All data are grouped into one large dataset that is used for network research and general knowledge on networks, and to feed into the online data dashboards. Electing to exclude your data from the larger data set does not prohibit use of the Software. Please notify us at privacy@visiblenetworklabs.com to discuss excluding your data from the larger dataset.

B) Limitations. You acknowledge that the Software contains trade secrets and other proprietary information of Visible Network Labs and/or its licensors. Licensee and third parties may not reverse engineer, decompile, disassemble the Software, or engage in any other activities to obtain underlying information that is not visible to the user in connection with normal use of the Software.

C) Update and Maintenance. This license does not grant you any right to any enhancements or updates to the Software, nor any support services. The Software is automatically updated. Updates include enhancements such as bug fixes, patches, database updates, enhanced functions, and new features. You agree that Visible Network Labs may automatically apply updates to the software.

D) Use on Multiple Computers by a Single User. The Software may be used by only you on multiple computers, tablets, and phones.

3. Title to Software. Licensor represents and warrants that it has the legal right to enter and perform its obligations under this EULA, and that use by the Licensee of the Software, in accordance with the terms of this EULA, will not infringe upon the intellectual property rights of any third parties.

Ownership of Intellectual Property. All discoveries, inventions, processes, designs, plans, and trade secrets, whether of a technical nature or not, including all technology, derivative technology, and related IP that contains previously developed and existing programming, code, or other IP that is owned by Licensor (specifically in this agreement, any derivatives of existing VNL IP, such as iterations of the PCN App, PARTNERme, the PARTNER tool or platform, the PARTNER and VNL methodology including but not limited to the PARTNER survey, measures, and analysis, and all other related IP) will remain the sole property and rights of Licensor. Licensor may use and reuse Intellectual Property, in whole or in part, in all media, whether now or later existing, in perpetuity, including but not limited to the exclusive right to reproduce, perform, and exploit the Intellectual Property, and all information regarding Intellectual Property, concurrent with the discovery or development of the Intellectual Property. All now known or hereafter known tangible and intangible rights, title, interest, copyrights, and moral rights in and to the Software, including but not limited to all images, photographs, animations, video, audio, music, text, data, computer code, web scripts, data metrics, survey questions, algorithms, and information, are owned by Licensor. The Software is protected by all applicable copyright laws and international treaties. The provisions and requirements of this clause will survive the expiration or termination of this Agreement.

5. Payment and Renewal.

A. General Terms. Optional paid services such as PARTNER accounts are available on the Website (any such services, a “PARTNER Subscription”). By selecting to pay for the PARTNER Subscription or any additional add-on features you agree to pay Visible Network Labs the monthly or annual subscription fees indicated for that service. Payments will be charged on a pre-pay basis on the day you sign up for a PARTNER Subscription and will cover the use of that service for a monthly or annual subscription period as indicated. PARTNER Subscription fees are not refundable.

B. Automatic Renewal. Unless you notify Visible Network Labs before the end of the applicable subscription period that you want to cancel a PARTNER Subscription, your PARTNER Subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee for such PARTNER Subscription (as well as any taxes) using any credit card or other payment mechanism we have on record for you.

6. Support. Licensor will provide email and chat support, available as needed for the duration of use by Licensee.

7. Termination. This EULA is effective until:

A) Automatically terminated or suspended if Licensee fails to comply with any of the terms and conditions set forth in this EULA; or

B) Terminated or suspended by Licensor, with or without cause. In the event this EULA is terminated, you must cease use of the Software and destroy all copies of the Software.

C) If you wish to terminate this Agreement or your VNL account (if you have one), you may simply discontinue using the Software. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

8. Jurisdiction. This EULA shall be deemed to have been made in and shall be construed pursuant to the laws of the State of Colorado, without regard to conflicts of law’s provisions thereof. Any legal action or proceeding relating to this EULA shall be brought exclusively in courts located in Denver, CO, and each party consents to the jurisdiction thereof. The prevailing party in any action to enforce this EULA shall be entitled to recover costs and expenses including, without limitation, attorneys’ fees. This EULA is made within the exclusive jurisdiction of the United States, and its jurisdiction shall supersede any other jurisdiction of either party’s election.

9. Non-Transferable. This EULA is not assignable or transferable by Licensee, and any attempt to do so would be void.

10. Severability. No failure to exercise, and no delay in exercising, on the part of either party, any privilege, any power, or any rights hereunder will operate as a waiver thereof, nor will any single or partial exercise of any right or power hereunder preclude further exercise of any other right hereunder. If any provision of this EULA shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this EULA shall otherwise remain in full force and effect and enforceable.

11. Warranty Disclaimer. Licensor, and author of the software, hereby expressly disclaim any warranty for the software. The software and any related documentation are provided “as is” without warranty of any kind, either express or implied, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Licensee accepts and assumes any and all risk arising out of use or performance of the software to achieve your intended results, and for the installation, use and results obtained from the Software. You also assume the entire risk as it applies to the quality and performance of the Software. Should the Software prove defective, you (and not Visible Network Labs, or its distributors or dealers) assume the entire cost of all necessary servicing, repair or correction.

12. Limitation of Liability. Licensor shall not be liable to licensee, or any other person or entity claiming through licensee any loss of profits, income, savings, or any other consequential, incidental, special, punitive, direct, or indirect damage, whether arising in contract, tort, warranty, or otherwise. These limitations shall apply regardless of the essential purpose of any limited remedy. Under no circumstances shall the licensor’s aggregate liability to licensee, or any other person or entity claiming through licensee, exceed the financial amount actually paid by licensee to licensor for the software.

13. Injunctive Relief. You acknowledge that the Software and the Service contain Visible Network Labs’ proprietary and confidential information, and that disclosure of such information or misuse of the Software will give rise to irreparable injury Visible Network Labs,’ inadequately compensable in damages. Accordingly, Visible Network Labs’ may seek and obtain injunctive relief against the breach or threatened breach of the foregoing undertakings, in addition to any other legal remedies which may be available. Said relief will be available without the requirement of posting a bond or undertaking.

14. General Representation and Warranty. You represent and warrant that (is) your use of the Software will be in strict accordance with the Visible Network Privacy Policy, with this Agreement and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of the Software will not infringe or misappropriate the intellectual property rights of any third party.

15. U.S. Government Restricted Rights. All Software and related documentation are provided with restricted rights. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subdivision (b)(3)(ii) of the Rights in Technical Data and Computer Software Clause at 252.227-7013. Manufacturer is Visible Network Labs. If you are sub-licensing or using the Software outside of the United States, you will comply with the applicable local laws of your country, U.S. export control law, and the English version of this Agreement. You are responsible for complying with all trade regulations and laws both foreign and domestic.

16. Export Restrictions. You acknowledge that none of the Software or underlying information or technology may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) Cuba, Iraq, Libya, Sudan, North Korea, Iran, Syria or any other country subject to a U.S. embargo; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Denied Parties List or Entity List. By using the Software you are agreeing to the foregoing and are representing and warranting that (i) no U.S. federal agency has suspended, revoked, or denied you export privileges, (ii) you are not located in or under the control of a national or resident of any such country or on any such list, and (iii) you will not export or re-export the Software to any prohibited county, or to any prohibited person, entity, or end-user as specified by U.S. export controls.

17. Miscellaneous. This EULA is binding on you as well as your employees, employers, contractors, and agents, and on any successors and assigns. Neither the Software nor any information derived therefrom may be exported except in accordance with the laws of the U.S. or other applicable provisions. This Agreement is governed by the laws of the State of Colorado (except to the extent federal law governs copyrights and federally registered trademarks) without regard to conflicts of law provisions, and you hereby consent to the exclusive jurisdiction of the state and federal courts sitting in the State of Colorado. This License Agreement will not be governed by the United Nations Convention of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded. This EULA constitutes the entire agreement between Licensor and Licensee and supersedes all prior understandings of Licensor and Licensee, including any prior representation, statement, condition, or warranty with respect to the subject matter of this EULA. The terms and conditions contained in this License Agreement may not be modified unless both you and an authorized representative of Visible Network Labs execute a separate written instrument.

For additional information regarding this EULA, please send mail to 

Visible Network Labs, Attn: Visible Network Labs, 8045 Flower Court, Arvada, CO 80005, or email security@visiblenetworklabs.com.

18. Special Provisions Applicable to the European Union.

If you acquired the Software in the European Union (EU), the following provisions also apply to you. If there is any inconsistency between the terms of the Software License Agreement set out earlier and the following provisions, the following provisions shall take precedence.

Decompilation:

You agree not for any purpose to transmit the Software or display the Software’s code on any computer screen or to make any hard copy memory dumps of the Software’s code. If you believe you require information related to the interoperability of the Software with other programs, you shall not decompile or disassemble the Software to obtain such information, and you agree to request such information from Visible Network Labs at the address listed earlier. Upon receiving such a request, Visible Network Labs shall determine whether you require such information for a legitimate purpose and, if so, Visible Network Labs will provide such information to you within a reasonable time and on reasonable conditions.

Limited Warranty:

EXCEPT AS STATED EARLIER IN THIS AGREEMENT, AND AS PROVIDED UNDER THE HEADING “STATUTORY RIGHTS”, THE SOFTWARE IS PROVIDED AS-IS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, QUALITY AND FITNESS FOR A PARTICULAR PURPOSE.

Limitation of Remedy and Damages:

THE LIMITATIONS OF REMEDIES AND DAMAGES IN THE SOFTWARE LICENSE AGREEMENT SHALL NOT APPLY TO PERSONAL INJURY (INCLUDING DEATH) TO ANY PERSON CAUSED BY VISIBLE NETWORK LAB’S NEGLIGENCE AND ARE SUBJECT TO THE PROVISION SET OUT UNDER THE HEADING “STATUTORY RIGHTS”.

END OF AGREEMENT