PRYME INFIL: Terms of Use (General)

Last Updated: July 2024

These Terms of Use (“Terms”) are a binding contract between Pryme Infil, a Nevada corporation (“Pryme Infil,” “us”, “our,” or “we”), and you. These Terms contain the terms and conditions on which we supply content, products, software, and services to you through our website and any subdomains of www.prymeinfil.com (the “Website”), our mobile application (the “App”), or via partner applications or other delivery methods (the Website and such content, services, software, and the App are collectively referred to herein as the “Services”). You must agree to these Terms before using the Services. BY USING THE SERVICES, YOU AGREE TO BE BOUND AND TO ABIDE BY THESE TERMS AND ALL APPLICABLE LAWS, RULES, AND REGULATIONS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT USE THE SERVICES.

All references to “you” and “your,” as applicable, mean the person who accesses, uses, and/or participates in the Services in any manner, and each of your heirs, assigns, and successors. If you use the Services on behalf of an entity or another individual, you represent and warrant that you have the authority to bind that entity or individual, your acceptance of the Terms will be deemed an acceptance by that entity or individual, and “you” and “your” herein shall refer to that entity, its directors, officers, employees, and agents.

1. Services. Pryme Infil provides a unified, secure, DOJ and CJIS compliant operating system that focuses on the operational and training needs of law enforcement. Services include, without limitation: Notifications, End-End Encrypted Messaging, Operations Management, Training Management, Team Management, and Data Storage – all delivered to user through a desktop and proprietary cellular phone application.

2. Modifications to Services. We reserve the right to modify or discontinue, and restrict or block access to, the Services without notice to you. We may modify or remove any content from the Services at any time without notice to you. We are not liable for any such modification, suspension, discontinuance, or removal.

3. Who May Use the Services. You may use the Services only if you can form and agree to form a binding contract with Pryme Infil and are not a person barred from receiving the Services under the laws of the applicable jurisdiction. If Pryme Infil has previously prohibited you from accessing or using the Services, you are not permitted to access or use the Services. In addition, the Services are available only to eligible users in the United States who are 18 or older. Persons under the age of 18 are not permitted to use or otherwise access the Services.

4. Prohibited Use of the Services. In connection with your use of the Services, you are prohibited from and agree not to:

4.1 Upload, post, email or otherwise send or transmit or introduce any material that contains software viruses or any other computer code, files or programs designed to interrupt, harm, damage, destroy or limit the functionality of any computer software or hardware or equipment linked directly or indirectly with the Services or the Services themselves such as a virus, “spyware,” “adware” or other code that could adversely impact the Services.

4.2 Use any robot, spider, scraper or other automated means or interface not provided by us to access the Services or extract data or gather or use information, such as email addresses, available from the Services, or transmit any unsolicited advertising, “junk mail,” “spam,” or “chain letters,” or engage in any spamming or spimming.

4.3 Interfere with the servers or networks underlying or connected to the Services or to violate any of the procedures, policies or regulations of networks connected to the Services including accessing, tampering with, or use of non-public areas of the Services, Pryme Infil’s computer systems, or the technical delivery systems of Pryme Infil’s service providers.

4.4 Take any action which might impose a significant burden (as determined by us) on the Services’ infrastructure or computer systems, or otherwise interfere with the ordinary operation of the Services including attempting to probe, scan, or test the vulnerability of the Services or breach any security or authentication measures.

4.5 Reverse engineer any licensed software, application, or any other aspect of the Services or do anything that might discover source code, or bypass or circumvent measures employed to prevent or limit access to any area, content or code of the Services.

4.6 Access or use the Services in any way that is not in compliance with any applicable local, state, national or international law (including export laws and criminal laws), contracts, intellectual property rights or constitutes the commission of a tort, or for any purpose that is harmful or unintended (by us), or other than in full compliance with these Terms.

4.7 Impersonate any other person while using the Services, create more than one account, conduct yourself in an offensive manner while using the Services, or use the Services for any illegal, immoral or harmful purpose.

4.8 Alter information on or obtained from the Services, including without limitation engaging in any automated use of the system, such as using scripts to alter our content.

4.9 Resell any Services.

4.10 Download, display, copy, reproduce, distribute, modify, perform, transfer, create derivative works from, sell or otherwise exploit any content, code, data or materials on the Services.

4.11 Copy, distribute, republish or transmit in any way, without our prior written consent any Proprietary Content (as hereinafter defined).

4.12 Use the Services for illegal purposes (including, without limitation, unlawful, harassing, libelous, invasion of another’s privacy, abusive, threatening or obscene purposes).

4.13 Upload, post, or otherwise submit to or through the Services data with content that is illegal, obscene, defamatory, threatening, pornographic, harassing, hateful, racially or ethnically offensive, untrue, misleading, harmful, threatening, abusive, harassing, vulgar, invasive to another person’s privacy or protected data, encourages conduct that would be considered a criminal offense, violates any law, or is otherwise inappropriate.

4.14 Advertise any product or service or solicit business through the Services.

4.15 Engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by us, may harm us or users of the Services or expose them to liability, or otherwise interfere with or attempt to interfere with the proper working of the Services.

4.16 Access content or data not intended for you, or log onto a server or account that you are not authorized to access.

4.17 Provide false, misleading, or inaccurate information to us or any other user.

4.18 Attempt to indirectly undertake any of the foregoing, or encourage or enable any other individual to do any of the above.

Any breach of the provisions of this Section 4 may also constitute a crime under applicable laws. Appropriate legal action may be taken for any illegal or unauthorized use of the Services and we may report any such breach to the relevant law enforcement authorities and cooperate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Services will cease immediately.

5. Proprietary Content. You must respect the intellectual property laws protecting Pryme Infil and the Services. Any content available through the Services, including software (whether downloadable or not), text, audio, video, pictures, graphics, music, sound clips, images, likenesses, personal information, and other works of authorship (collectively, “Proprietary Content”) is owned by Pryme Infil or its licensors and protected by the intellectual property rights of Pryme Infil or its affiliates and/or third-party licensors, where applicable. You acknowledge and agree that certain content made available through the Services is the property of third-party licensors and, without prejudice to any and all other rights and remedies available, each such licensor has the right to directly enforce relevant provisions within these Terms against you.

Subject to your compliance with these Terms, Pryme Infil grants you a limited, non-exclusive, non-assignable, non-sublicensable, revocable, license to use the Services as it is provided to you by Pryme Infil solely for your personal use and only in a manner that complies with these Terms and all legal requirements that apply to you or your use of the Services. Pryme Infil may revoke this license at any time, in its sole discretion.

6. Trademarks. Pryme Infil, the Pryme Infil logo and all other Pryme Infil product or service marks are trademarks of Pryme Infil. All intellectual property, other trademarks, logos, images, product, and company names displayed or referred to in the App, Website, or the Services are the property of their respective owners. Nothing grants you any license or right to use, alter or remove or copy such material. Your misuse of the trademarks displayed on the Services is strictly prohibited. Pryme Infil will enforce its trademark rights to the fullest extent of the law, including the seeking of criminal prosecution.

7. Third Party Services. Our Services may contain links to other applications, web sites, or online services (collectively, “Third Party Services”), owned and operated by third parties over which Pryme Infil has no ownership or control. If you choose to access Third Party Services, you will leave our Services and be redirected to an environment owned and controlled by an external third party. You acknowledge and agree that the Third-Party Services may have different privacy policies, terms of use, user guides, and/or business practices (collectively, “Third-Party Rules”) than Pryme Infil, and that your use of such Third-Party Services is governed exclusively by the respective Third-Party Rules. We may provide links to Third-Party Sites to you as a convenience, and we do not verify, make any representations, or take responsibility for such Third-Party Services, including, without limitation, the truthfulness, accuracy, quality, or completeness of the content, application, links displayed, the quality of the services, and/or any other activities conducted on or through such Third-Party Services.

YOU AGREE THAT PRYME INFIL WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, BUSINESS PRACTICES, INFORMATION, RESOURCES, APPLICATIONS, AND OTHER CONTENT AVAILABLE ON OR THROUGH ANY THIRD-PARTY SERVICES, OR FOR ANY HARM RELATED THERETO, OR FOR ANY DAMAGES OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR USE OR RELIANCE ON THE THIRD PARTY SERVICES. IF YOU DO NOT UNDERSTAND OR DO NOT AGREE TO BE BOUND BY THOSE ADDITIONAL TERMS AND CONDITIONS, DO NOT USE THE RELATED THIRD-PARTY SERVICES. IF YOU DO NOT UNDERSTAND OR DO NOT AGREE TO THE TERMS OF A THIRD-PARTY SERVICE PROVIDER’S PRIVACY POLICY OR TERMS OF USE, YOU SHOULD NOT USE THE RELATED THIRD-PARTY SERVICES. WE WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE FOR ANY OF YOUR INFORMATION COLLECTED OR USED BY THIRD-PARTY SERVICE PROVIDERS.

Any reference in the Services to any product, service, publication, institution, organization of any third-party entity or individual does not constitute or imply Pryme Infil’s endorsement or recommendation.

8. Availability of Services. Although we aim to offer you the best service possible, we make no promise that the Services will meet your requirements and we cannot guarantee that the Services will be fault-free. If a fault occurs in the Services, please report it to us at: info@prymeinfil.com. If the need arises, we may suspend access to the Services while we address the fault. We will not be liable to you if the Services are unavailable for any period of time. Your access to the Services may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or Services. In the event that the Services are unavailable, you may notify us via email at: info@prymeinfil.com.

9. Warranties; Disclaimers; Disclaimer of Warranties. The information available via the Services is for general information purposes only. While we endeavor to keep the information up-to-date and correct, we make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability, or availability with respect to the Services or the information contained on the Services for any purpose. Any reliance you place on such information is therefore strictly at your own risk.

PRYME INFIL PROVIDES THE SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PRYME INFIL MAKES NO REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICES OR THE INFORMATION, SOFTWARE, OR CONTENT INCLUDED IN THE SERVICES. PRYME INFIL MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, SECURE, OR TIMELY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PRYME INFIL EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING FROM A COURSE OF DEALING, TRADE, USAGE, OR PERFORMANCE.

UNDER NO CIRCUMSTANCES WILL PRYME INFIL BE LIABLE FOR (A) FAULTY OPERATION OF MOBILE DEVICES, INCORRECT OR OVERLY SLOW TRANSMISSION OF DATA BY THE INTERNET PROVIDER, AND/OR ANY PERSONAL DAMAGE THAT OCCURS DUE TO INFORMATION SUBMITTED BY YOU NOT BEING RECEIVED BY US OR NOT BEING RECEIVED PROMPTLY OR NOT BEING CONSIDERED, AS A CONSEQUENCE OF TECHNICAL FAULTS WITH OUR SOFTWARE OR HARDWARE (WHETHER OR NOT THEY ARE WITHIN OR OUTSIDE OF OUR CONTROL), (B) ANY LOSS OR DAMAGE DUE TO VIRUSES OR OTHER MALICIOUS SOFTWARE THAT MAY INFECT YOUR MOBILE DEVICE, COMPUTER EQUIPMENT, SOFTWARE, DATA, OR OTHER PROPERTY CAUSED BY YOU ACCESSING, USING, OR DOWNLOADING FROM THE SERVICES, OR FROM TRANSMISSIONS VIA EMAILS OR ATTACHMENTS RECEIVED FROM US, OR (C) ANY USE OF THIRD PARTY SERVICES.

10. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL PRYME INFIL OR ITS AFFILIATES, SUPPLIERS, CLIENTS, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF PRIVACY, LOSS OF GOODWILL OR ANY OTHER LOSSES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE SERVICES OR THE CONTENT, MATERIALS AND FUNCTIONS RELATED THERETO, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCT LIABILITY. IN NO EVENT SHALL PRYME INFIL BE LIABLE FOR ANY THIRD PARTY SERVICES. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF PRYME INFIL TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THESE TERMS OR YOUR USE OF THE SERVICES EXCEED, IN THE AGGREGATE, THE AMOUNT, IF ANY, PAID BY YOU TO PRYME INFIL FOR YOUR USE OF THE SERVICES DURING THE PREVIOUS 12 MONTHS OR, IF GREATER, $100.

11. Indemnification. You agree to hold Pryme Infil, and its subsidiaries, affiliates, officers, directors, employees, agents, attorneys, and suppliers, and each of their respective successors and assigns (collectively, the “Indemnified Persons”), harmless from, and indemnify them for, all damages, costs, expenses and other liabilities, including reasonable attorneys’ fees and expenses, relating to any claim arising out of or related to (a) your violation of these Terms and any applicable law or the rights of another person or party, and (b) your use of the Services.

12. Changes to Terms. We have the right to revise and amend these Terms from time to time without prior notice for any reason, including to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system’s capabilities. We will provide notice to you of any material change in the Terms by posting notice to the Website or otherwise notifying you. Except as explicitly stated herein, your continued use of the Services after such changes are made conclusively demonstrates your acceptance of such changes. It is critical that you keep your email contact information correct and updated with Pryme Infil at all times in your account settings in the App.

13. Privacy. Pryme Infil’s information collection and use policies with respect to personal information or personally identifiable information and the privacy of such information are set forth in our Privacy Policy, which can be accessed here: https://www.prymeinfil.com/privacy-policy
and which is incorporated herein by reference for all purposes.

14. Your Representations and Warranties. You represent and warrant that (a) your use of the App will be in strict accordance with these Terms 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 regarding the transmission of technical data exported from the United States or the country in which you reside and (b) your use of the App will not infringe or misappropriate the intellectual property rights of any third party.

15. Termination; Restriction on Access to Services. Pryme Infil reserves the right, in its sole discretion, to terminate your access to the Services or any portion thereof at any time, without notice.

16. General Terms and Conditions.

16.1 User Agreement. To the extent you are party to a User Agreement, License Agreement, or User Purchase Order with Pryme Infil (each, a “User Agreement”), and there is a conflict in terms between these Terms and the User Agreement, the terms of the User Agreement shall control.

16.2 Assignment. Pryme Infil may transfer its rights and obligations under these Terms to any company, firm, or person at any time. You may not transfer your rights or obligations under these Terms to anyone else. These Terms are personal to you and no third party is entitled to benefit under these Terms except as set out here.

16.3 Applicable Law. Your use of the Services is governed by these Terms and these Terms shall be construed and enforced in accordance with the laws of the State of California, United States. All disputes arising from or in connection with your use of the Services we provide are subject to the non-exclusive jurisdiction of the federal and state courts located in Solano County, California. We make no representations that the Services are appropriate or available for use outside of the United States. If you access the Services from any other jurisdiction you do so out of your own volition and you are responsible for compliance with the applicable laws.

16.4 No Waiver. If we delay exercising or fail to exercise or enforce any right available to us under these Terms, such delay or failure does not constitute a waiver of that right or any other rights under these Terms.

16.5 Force Majeure. We will not be liable to you for any lack of performance, or the unavailability or failure, of the Services, or for any failure or delay by us to comply with these Terms, where such lack, unavailability or failure arises from any cause beyond our reasonable control (e.g., war, riots, labor unrest, fire, earthquake, flood, hurricane, other natural disasters and acts of God, Internet service failures or delays, and denial of service attacks).

16.6 Interpretation. In these Terms, unless the context requires otherwise: (i) any phrase introduced by the words “including”, “include”, “in particular”, “for example” or any similar expression shall be construed as illustrative only and shall not be construed as limiting the generality of any preceding words; and (ii) references to the singular include the plural and to the masculine include the feminine, and in each case vice versa.

16.7 Written Communications. Applicable laws require that some of the information or communications we send to you should be in writing. When using the Services, you accept that communication with us will be mainly electronic (including via text message). We will contact you by email or by text message or provide you with information by posting notices on the Services. You agree to this electronic means of communication (including via text message) and you acknowledge that all contracts, notices, information, and other communications that we provide to you electronically (including via text message) comply with any legal requirement that such communications be in writing.

16.8 Notices. All notices to Pryme Infil, including any queries regarding these Terms or the Privacy Policy should be sent to Info@prymeinfil.com. We may give notice to you at the email address you provide to us when you register, or in any of the ways specified in Section 16.7 above. Notice will be deemed received and properly served immediately when posted on the Services or when an email is sent. In proving the service of any notice, it will be sufficient to prove that such email was sent to the specified email address of the addressee.

16.9 Severability. If any court or competent authority decides that any of the provisions of these Terms are invalid, unlawful, or unenforceable to any extent, the provision will, to that extent only, be severed from the remaining provisions, which will continue to be valid to the fullest extent permitted by law.

16.10 Entire Agreement. These Terms and any document expressly referred to in them, including any User Agreement, constitute the whole agreement between us and supersede all previous discussions, correspondence, negotiations, previous arrangement, understanding or agreement between us relating to their subject matter. We each acknowledge that neither of us relies on, or will have any remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not set out in these Terms or the documents referred to in them. Each of us agrees that our only liability in respect of those representations and warranties that are set out in this agreement (whether made innocently or negligently) will be for breach of contract. Nothing in this section limits or excludes any liability for fraud.

16.11 Third-Party Rights. Unless otherwise stated in these Terms, a person who is not a party to these Terms will not have any rights under or in connection with these Terms.

16.12 Trade Restrictions. You acknowledge that the Services and any related products, information, documentation, software, technology, technical data, and any derivatives thereof, that Pryme Infil makes available (collectively “Excluded Data”) are subject to the export control and sanctions laws and regulations of the United States and other countries that may prohibit or restrict access by certain persons or from certain countries or territories currently including, but not limited to, Cuba, Russia, Ukraine, Sudan, Iran, North Korea, and Syria (“Trade Restrictions”). You represent and warrant that you are not: (i) located in an embargoed country or territory, (ii) under the control of an entity organized in or a resident of an embargoed country or territory, (iii) listed on any U.S. government list of persons or entities with which U.S. persons are prohibited from transacting, including, but not limited to, OFAC’s List of Specially Designated Nationals and Other Blocked Persons, the U.S. State Department’s Nonproliferation Sanctions lists, the U.S. Commerce Department’s Entity List or Denied Persons List located at https://www.export.gov/article?id=Consolidated-Screening-List; or (iv) subject to end destination export control regulations, such as, but not limited to, the U.S. Export Administration Regulations and U.S. Government EU Dual-Use Regulation EC 428/2009. You are solely responsible for complying with Trade Restrictions for all Excluded Data and any of its content transmitted through the Services.

16.13 Copyright Infringement/DMCA. Pryme Infil respects the intellectual property rights of others and requests that users of the Services do the same. If you believe that your work is being used in connection with the Services in a way that constitutes copyright infringement, you may notify us by providing our copyright agent with the following information in writing: (i) the electronic or physical signature of the owner of the copyright or the person authorized to act on the owner’s behalf; (ii) identification of the copyrighted work that you claim has been infringed; (iii) identification of the material that is claimed to be infringing and information reasonably sufficient to permit Pryme Infil to locate the material (for example, by providing a URL to the material); (iv) your name, address, telephone number, and email address; (v) a 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; and (vi) a statement that the information in your notification is accurate and a statement, made under penalty of perjury, that you are the copyright owner or are authorized to act on the copyright owner’s behalf.

Our designated agent to receive notification of claimed infringement can be reached at: info@prymeinfil.com.

It is our policy to terminate in appropriate circumstances any account or user for repeated infringement of intellectual property rights, including copyrights, and we also reserve the right to terminate an account or user for even one instance of infringement.