Any person accessing this Website (a “User”) agrees to the following Terms of Use and License Agreement that describes the terms on which Whenhub Inc. (“Whenhub”) offers you access to our services.

All text, graphics and other information and materials (“Content”) appearing on this website is the property of Whenhub and is protected by copyright laws. The content contained on this website is made available solely for your own personal, non-commercial use. The use of any content for commercial purposes is expressly prohibited.Please read the following terms and conditions of this Whenhub Terms of Use and License Agreement (“Agreement”) before using the proprietary Whenhub Software, or any of the Whenhub products or services available on or through the Whenhub website (all of which are referred to collectively as the “Whenhub”). Whenhub is owned and operated by CalendarTree Inc. (referred to herein as “we,” “us,” “our” or “Whenhub”).

This is a binding legal agreement. By checking the “I Agree” box, visiting the Whenhub website or using any of the Whenhub, you are accepting the terms and conditions of this agreement. If you do not agree to these terms, please do not access our website or use our products or services.This agreement includes the following provisions, and you can jump to each by selecting the links below:

License Grant
Ownership
License Restrictions
Information You Provide/Registration
Copyright Infringement
Third Party Websites
Disclaimer of Warranties
Limitation of Liability
Indemnification
Governing Law and Jurisdiction
Termination/Cancellation
Assignment
Severability
Relationship of the Parties
Force Majeure
Entire Agreement
International Access
U.S. Government Restricted Rights
Access by Children
Electronic Communications
Revisions to Agreement

If you have questions or concerns regarding this agreement, you should contact us at license@Whenhub.com.


LICENSE GRANT

Subject to the terms and conditions of this agreement and payment by you of all required fees and expenses, we grant you a limited, non-exclusive, personal, nontransferable, non-sublicensable right and license to: (1) download and use a copy of the Whenhub software program, consisting of the software program’s executable file, its supporting files and accompanying documentation (hereinafter referred to collectively as the “Whenhub Software”); and (2) view and use the Whenhub, including, without limitation, the products and services made available on or through the Whenhub website. No other right or license of any kind is granted to you hereunder with respect to the Whenhub. Nothing contained herein shall be construed as conferring by implication, estoppel or otherwise, any license or other grant of right to use any patent, copyright, trademark, service mark, trade secret or other intellectual property of Whenhub or any third party, except as expressly provided herein. If you want to make commercial use of any of the Whenhub, you must enter into a separate written agreement with Whenhub in advance.

The license provided herein is effective until terminated. This license automatically terminates if you fail to comply with the terms and conditions of this agreement. You agree that, upon such termination, you will destroy or permanently erase all copies of the Whenhub.

The content is subject to change without notice. This website may be unavailable from time to time due to mechanical, telecommunication, software, and other failures. Whenhub cannot predict or control when such downtime may occur and cannot control the duration of such downtime.

OWNERSHIP

Whenhub, including, but not limited to, the Whenhub software and all other programs, text, graphics, files and other content are owned and copyrighted by Whenhub and its licensors, and are protected worldwide. Whenhub retains all right, title, interest in and to the Whenhub including, without limitation, all patent rights, copyrights, trademarks, service marks, trade secrets and other intellectual property rights, in and to the Whenhub and any portion thereof, any derivative work of the Whenhub, and any update, and any copies thereof, regardless of the form or media in or on which the original or other copies may subsequently exist. For purposes of this agreement, “Derivative Work” shall mean a new or modified work that is based on or derived from a preexisting work, including, without limitation, a work that, in the absence of a license, would infringe the copyright in such preexisting work or that uses trade secrets or other proprietary information with respect to such pre existing work. For purposes of this agreement, “Update” shall mean any modification, error correction, bug fix, new release, upgrade, patch or other update to or for the Whenhub software. You agree to take any action reasonably requested by Whenhub to evidence, maintain, enforce or defend the foregoing. You shall not take any action to jeopardize, limit or interfere in any manner with Whenhub’s ownership of and rights with respect to the Whenhub, or any Derivative Work or Update. This license is not a sale of the original or any backup copy. All rights are reserved unless otherwise noted.

Any content that is a registered or unregistered trademark, logo, or service mark is also protected by trademark law. Your use of any content without the prior written permission of Whenhub is strictly prohibited, except as provided in this agreement. Without limiting the foregoing, you are prohibited from using any Whenhub copyrighted material, trademark, service mark or logo for any purpose, including, but not limited to, use as metatags, links or otherwise on any Website, without the prior written permission of Whenhub. You are also advised that Whenhub will enforce its intellectual property rights to the full extent provided by law. If you download any software or other materials from this Website, you agree that your use of such software and/or materials shall be governed by the terms of the license agreement.

LICENSE RESTRICTIONS

Your access to and use of the Whenhub is subject to this agreement and all applicable laws and regulations. You may not: (1) modify, translate, reverse engineer, decompile, disassemble, or create any Derivative Works based on the Whenhub, including any of its files, tables or documentation, or any portion thereof, or determine or attempt to determine any source code, algorithms, methods or techniques embodied in the Whenhub software or any portion thereof; (2) distribute, license, transfer, or sell, in whole or in part, any of the Whenhub or any Derivative Works thereof; (3) market, rent or lease the Whenhub for a fee or charge, or use the Whenhub to advertise or perform any commercial solicitation; (4) use the Whenhub to upload or distribute in any way files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer; (5) interfere with or attempt to interfere with the proper working of the Whenhub, any transactions being offered in connection with the Whenhub or any other activities conducted by Whenhub, disrupt the Whenhub website or any networks connected to the Whenhub, or bypass any measures we may use to prevent or restrict access to the Whenhub; (6) use any robot, spider, scraper, or other automated means to access the Whenhub website for any purpose without our prior written permission; (7) use the Whenhub to collect or harvest personal information about other users of the Whenhub; (8) take any action that imposes or may impose an unreasonable or disproportionately large load on our infrastructure; (9) impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity; (10) use the Whenhub, or any other services, products, or downloads available in connection with the Whenhub for illegal purposes; (11) represent that you are the owner of any of the Whenhub, including any of its individual files, drawings or documentation; (12) remove or alter any proprietary notices, labels, marks or identifying information of any kind on the Whenhub; (13) incorporate the Whenhub or any portion thereof into any other program or product; (14) use the Whenhub for any purpose other than in accordance with the terms and conditions of this agreement; or (15) copy the Whenhub software (except that you may make a copy of the Whenhub software for archival or backup purposes only, provided that any such copy contains the copyright and proprietary notices in unaltered form). We reserve the right to refuse service, terminate accounts or limit access to the Whenhub in our sole discretion.

INFORMATION YOU PROVIDE/REGISTRATION

You agree to read our Privacy Policy, which explains what type of information we collect and what might happen to that information, including, without limitation, how such information is shared and used. Although our Privacy Policy is not a legal agreement, and creates no contractual obligations, it contains information that you should review prior to using the Whenhub.

Registration may be required for you to create a User account, download the Whenhub Software, or participate in certain services offered through the Whenhub. If you choose to create a User account, you must provide certain current, complete, and accurate information about you, as requested during the registration process (“Registration Data”), and you must maintain and update such Registration Data to keep such information current, complete and accurate. You warrant that your Registration Data and all of the other information that you provide to us will be truthful, accurate, and complete, and that you are authorized to provide such information. You authorize us to verify your Registration Data at any time. If any Registration Data that you provide is untrue, inaccurate, not current or incomplete, Whenhub retains the right, in its sole discretion, to suspend or terminate your User account and your access to the Whenhub.

If you choose to create a User account, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. You may not share your password or other account access information with any other party, temporarily or permanently, and you agree to accept responsibility for all activities that occur under your account or password, whether or not authorized by you. You agree to immediately notify Whenhub of any unauthorized use of your Whenhub Account, Registration Data or passwords, as the case may be. We reserve the right to refuse service and/or terminate User accounts in our sole discretion.

If you choose to send Whenhub any message, feedback or data, including, but not limited to, any ideas, comments, suggestions or questions regarding any Whenhub product or service or the Whenhub, such information shall be deemed to be non-confidential. Whenhub shall have no obligation of any kind with respect to such information and shall be free to reproduce, use, disclose and distribute the information to others without limitation. Further, Whenhub shall be free to use any ideas, concepts, know-how or techniques contained in such information for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products and services incorporating such ideas, concepts, know-how or techniques.

If the Whenhub should at any time provide any service which enables Users to post information or materials, or to communicate with or otherwise share information with other Users or persons providing any service to Users, you agree not to submit, publish, display, disseminate, or otherwise communicate any defamatory, inaccurate, abusive, threatening, offensive, or illegal material, or any material that violates any federal, state, or local law in the United States or anywhere else in the world. You are solely responsible for all information which you submit, publish, display, disseminate or otherwise communicate through the Whenhub, even if a claim should arise after termination of service. If the Whenhub provides any such service described herein, you agree that all messages and other communications by you shall be deemed to be readily accessible to all other visitors/subscribers who are authorized to access the Whenhub and you agree that all such messages and other communications shall not be deemed to be private or secure. You agree that any and all communications which you submit to the Whenhub can be read by the operators and/or other agents of the Whenhub, whether or not they are the intended recipients.

Whenhub respects the intellectual property of others, and we ask our Users to do the same. The unauthorized posting, reproduction, copying, distribution, modification, public display or public performance of copyrighted works constitutes infringement of the copyright owners’ rights. As a condition to your use of the Whenhub, you agree not to use the Whenhub to infringe the intellectual property rights of Whenhub or others in any way. We will terminate the accounts of, and block access to the Whenhub to, any Users who infringe the copyrights, or other intellectual property rights, of Whenhub or others. We reserve the right to take these actions at any time, in our sole discretion, with or without notice.

Reference to any product, recording, event, process, publication, service, or offering of any third party by name, trade name, trademark, company name or otherwise does not necessarily constitute or imply the endorsement or recommendation of such by Whenhub. Any views expressed by any third party on this Website are solely the views of such third party, and Whenhub assumes no responsibility for the accuracy or veracity of any statement made by such third party.

COPYRIGHT INFRINGEMENT

Whenhub does not necessarily monitor any materials posted, transmitted, or communicated to or within the Whenhub by Users or third parties. If you believe that something on the Whenhub violates this Agreement, please contact our designated agent set forth below. If notified that any User has posted any information or materials which allegedly do not conform to this Agreement, Whenhub may in its sole discretion investigate the allegation and determine whether to take any other actions, including, but not limited to, whether to remove or request the removal of the information or materials posted by a User. Whenhub has no liability or responsibility to Users for performance or nonperformance of such activities.

If you believe that your copyrighted work or trademark has been uploaded, posted or copied to the Whenhub and is accessible on the Whenhub in a way that constitutes copyright or trademark infringement, please contact our designated agent and provide all information relevant to any claim of copyright or trademark infringement or other nonconformance to this Agreement on the Whenhub. Please contact us as follows:

By email: license@Whenhub.com

THIRD PARTY WEBSITES

Whenhub participates in joint marketing and other service offerings with non-affiliated third parties. Our Website contains links to third-party sites, and third-parties may provide you with an opportunity to use the Whenhub from or through their websites. For example, if you are shopping or reviewing product information on a third-party website, you may be redirected to the Whenhub Website or provided with access to the Whenhub. The third parties that contract with Whenhub are independent, and not agents, of Whenhub. Such links are provided for your convenience only. Whenhub does not control, and is not responsible for, the content of, or products or services available through, such websites.

DISCLAIMER OF WARRANTIES

Reasonable efforts are taken to improve the accuracy and integrity of the Whenhub, but Whenhub is not responsible for mistakes, misprints, out-of-date information, inaccuracies, typographical or other errors. The Whenhub are subject to change without notice. This Website may be unavailable from time to time due to mechanical, telecommunication, software, and other failures. Whenhub cannot predict or control when such downtime may occur and cannot control the duration of such downtime.

THE Whenhub (INCLUDING, WITHOUT LIMITATION, THE Whenhub SOFTWARE, PRODUCTS, SERVICES AND WEBSITE) ARE PROVIDED “AS IS” AND WITH ALL FAULTS. Whenhub MAKES NO REPRESENTATION OR WARRANTY WHATSOEVER REGARDING THE COMPLETENESS, ACCURACY, ADEQUACY, SUITABILITY, FUNCTIONALITY, AVAILABILITY, OR OPERATION OF THE Whenhub. YOU ACKNOWLEDGE THAT WE DO NOT HAVE CONTROL OVER YOUR USE OF THE Whenhub, AND WE DO NOT WARRANT THE PERFORMANCE OR RESULTS THAT MAY BE OBTAINED THROUGH YOUR USE OF THE Whenhub. YOU ASSUME ALL RISKS AND RESPONSIBILITY FOR YOUR USE OF THE Whenhub AND FOR ANY LOSS OF OR ERRORS IN ANY DATA OR INFORMATION. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, Whenhub DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE. WITHOUT LIMITING THE FOREGOING, Whenhub NEITHER WARRANTS NOR REPRESENTS THAT YOUR USE OF THE Whenhub WILL NOT INFRINGE THE RIGHTS OF ANY THIRD PARTIES, NOR THAT THE Whenhub WILL BE AVAILABLE FOR YOUR ACCESS OR USE, NOR THAT OPERATION OF THE Whenhub WILL BE ERROR FREE OR UNINTERRUPTED. PLEASE NOTE THAT SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN ADDITION, YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.

LIMITATION OF LIABILITY

There are inherent risks in relying upon, using, or retrieving any information found on the Internet, and Whenhub urges you to make sure you understand these risks before relying upon or using the Whenhub or any website that provides you with access to the Whenhub.

YOUR USE OF THE Whenhub IS AT YOUR OWN RISK. NEITHER Whenhub, NOR ANY OF ITS PARENTS, SUBSIDIARIES OR AFFILIATES, NOR ANY OF THEIR EMPLOYEES, OFFICERS OR DIRECTORS, SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF DATA OR INFORMATION OF ANY KIND, LOSS OF BUSINESS, LOST PROFITS, INTERRUPTION OF BUSINESS, COST OF COVER OR ANY OTHER DAMAGES) ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE USE OR INABILITY TO USE THE Whenhub, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. PLEASE NOTE THAT SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

INDEMNIFICATION

You agree, at your own expense, to indemnify, defend and hold harmless Whenhub Inc., its parents, subsidiaries and affiliates, its Whenhub division, and their officers, directors, employees, agents, distributors and licensees, from and against any judgments, losses, deficiencies, damages, liabilities, costs, claims, demands, suits, and expenses (including, without limitation, reasonable attorneys’ fees and expenses) incurred in, arising out of or in any way related to your breach of this Agreement, your use of the Whenhub, or any of your other acts or omissions.

GOVERNING LAW AND JURISDICTION

This Agreement and your use of the Whenhub are governed by the laws of the State of California, without regard to its choice of law provisions. You agree that the courts of general jurisdiction located within Alameda County, California, will have exclusive jurisdiction over any and all disputes arising out of or relating in any way to this Agreement or the Whenhub.

TERMINATION/CANCELLATION

This Agreement is effective unless and until terminated by Whenhub. Whenhub may terminate this Agreement at any time and may do so immediately without notice, and accordingly deny you access to the Whenhub, if in Whenhub’ sole discretion you have failed to comply with any term or provision of this Agreement. Upon any termination of this Agreement by Whenhub, you must promptly destroy all materials downloaded or otherwise obtained from Whenhub, as well as all copies of such materials, whether made under the terms and conditions of this Agreement or otherwise. Termination of this Agreement shall not act as a waiver of any breach of this Agreement and shall not release you from any liability for breach of your obligations under this Agreement.

Please note that there may be certain orders that we are unable to accept and must cancel. We reserve the right, at our sole discretion, to refuse or cancel any order for any reason. In most cases, you will not be charged until your payment method is authorized, the order information is verified for accuracy and your order is shipped. Some situations that may result in your order being cancelled include limitations on quantities available for purchase, inaccuracies or errors in product or pricing information, or problems identified by our employees that monitor orders. We may also require additional verifications or information before accepting any order. We will contact you if all or any portion of your order is cancelled or if additional information is required to accept your order. If your order is cancelled after your credit card has been charged, we will issue a credit to your credit card in the amount of the charge.

ASSIGNMENT

This Agreement may not be assigned, in whole or part, whether voluntarily, by operation of law or otherwise, by you without the prior written consent of Whenhub Inc. Subject to the preceding sentence, the rights and liabilities of the parties hereto is binding on, and shall inure to the benefit of, the parties and their respective successors and assigns. Any attempted assignment other than in accordance with this section shall be null and void.

SEVERABILITY

If the application of any provision of this Agreement to any particular facts or circumstances shall be held to be invalid or unenforceable by an arbitration panel or a court of competent jurisdiction, then (a) the validity and enforceability of such provision as applied to any other particular facts or circumstances and the validity of other provisions of this Agreement shall not in any way be affected or impaired thereby, and (b) such provision shall be enforced to the maximum extent possible so as to effect the intent of the parties and reformed without further action by the parties to the extent necessary to make such provision valid and enforceable.

RELATIONSHIP OF THE PARTIES

Nothing contained in this Agreement shall be deemed or construed as creating a joint venture, partnership, agency, employment or fiduciary relationship between the parties. Neither party nor their agents have any authority of any kind to bind the other party in any respect whatsoever, and the relationship of the parties is, and at all times shall continue to be, that of independent contractors.

FORCE MAJEURE

Whenhub Inc. shall not be responsible or have any liability for any delay or failure to perform to the extent due to unforeseen circumstances or causes beyond its reasonable control, including, without limitation, acts of God, earthquake, fire, flood, embargoes, labor disputes and strikes, riots, war, novelty of product manufacture or other unanticipated product development problems, and acts of civil and military authorities.

ENTIRE AGREEMENT / MODIFICATIONS

This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior or contemporaneous representations, discussions, proposals, negotiations, conditions, agreements and communications, whether oral or written, between the parties relating to the subject matter of this Agreement and all past courses of dealing or industry custom.

We may, at any time, and without prior notice, revise this Agreement. If we modify the Terms of Use, we will post the modification on this Website or otherwise provide you with notice of the modification. Prior to each usage of the Whenhub, you should review the Terms of Use to determine the current Agreement to which you are bound. For your convenience, we include the effective date of the Agreement at the beginning of the document, so that you can easily ascertain whether it has been updated since the last time you viewed the Terms of Use. Your continued use of the Whenhub constitutes acceptance of this Agreement at the time of each use. If the modified Terms of Use are not acceptable to you, your only recourse is to cease using the Whenhub. Notwithstanding the preceding sentences of this paragraph, no revisions to the Terms of Use will apply to any dispute between you and Whenhub Inc. that arose prior to the date of such revision. These Terms of Use may only be modified in writing as set forth in this paragraph, and may not be modified orally.

INTERNATIONAL ACCESS

The Whenhub Website may be accessed by Users internationally and may contain references to Whenhub products, programs and services that are not available in your country. Such references do not imply that Whenhub intends to make available in your country such products, programs or services. Whenhub reserves the right without prior notice to discontinue or change products, programs and services at any time without incurring any obligations to any party.

We control and operate the Whenhub from offices located in the United States. If you access and use the Whenhub outside the United States, you do so on your own initiative and you are responsible for complying with United States and your local laws and regulations, if and to the extent such laws are applicable.

You may not use, export, re-export, import or transfer the Whenhub except as authorized by United States law, the laws of the jurisdiction in which you obtained the Whenhub, and any other applicable laws. In particular, but without limitation, the Whenhub may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Whenhub, you represent and warrant that you are not located in any such country or on any such list. You also may not use the Whenhub for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.

We reserve the right to limit, in our sole discretion, the availability of the Whenhub or any portion thereof, to any person, geographic area, or jurisdiction, at any time.

U.S. GOVERNMENT RESTRICTED RIGHTS

If this product is acquired under the terms of a government contract, use, duplication and disclosure are subject to the terms of this license and the following restrictions: subdivision (c)(1)(ii) of the Rights in Technical data and Computer Software clause at 252.227-7013 (DOD contracts); subdivisions (a) through (d) of 52.227-19 (Civilian agency contracts); and the applicable ADP Schedule Contract (GSA contracts).

ACCESS BY CHILDREN

The Website is available only to, and may only be used by, individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, the Whenhub is not available to children (persons under the age of 18).

ELECTRONIC COMMUNICATIONS

If you create a User account or send emails to us, you consent to receive communications from us electronically. We will communicate with you by email or by posting notices on the Whenhub. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You agree that we may send email to you for the purpose of advising you of changes or additions to the Whenhub, about any of our products or services, or for such other purposes as we deem appropriate.