BOSIdna - Breakthrough networking, insight and collaboration for entrepreneurs

How did you hear about BOSIdna
Your Name:
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Your Username you will use it to sign in into partners area, leave blank to use email
Your Password:
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Your Country
Your City:
What's your company name?
Point us to your website e.g. http://www.oursite.com
Give us your venture's elevator pitch
e.g. "we're the craigslist for entrepreneurs"
How do you plan on using the BOSI Assessment?
Check all that apply
As a value-add tool to our site visitors
To segment our database for more effective marketing results
As a way to get trending and analytics about our users
As part of our engagement/selection process
Other
Do you currently offer community/social networking tools on your site?
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Are you an overall "good guy" organization that doesn't user porn, obscenity and/or illegal activity as part of your business model/process?
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Anything else you need us to know?
 
PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING LEGAL RIGHTS AND REMEDIES. THIS IS A LEGAL AGREEMENT BETWEEN YOU AND BOSI, INC. WHICH IS MADE EFFECTIVE AS OF THE DATE OF ELECTRONIC ACCEPTANCE. BY CLICKING THE "I AGREE" or "SUBMIT" BUTTON, YOU ARE AGREEING THAT YOU HAVE READ, UNDERSTAND AND ACKNOWLEDGE AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS “AGREEMENT”.

BOSI has developed software that incorporates proprietary BOSI intellectual property including algorithms which scores the participant’s Entrepreneurial DNA™ according to guidelines and analysis developed by BOSI (the test is referred to as the “BOSI Assessment Tool”). 

Licensee desires to utilize the BOSI Assessment Tool in conjunction with Applicant’s website and BOSI is willing to enter into this Agreement upon the terms and conditions set forth below and all Appendices incorporated hereto.  It is agreed:

1.	OVERVIEW. The terms “we”, “us”, “BOSI” or “our” shall refer to BOSI, Inc.  The terms “you”, “your”, or “Applicant”  shall refer to any individual or entity who accepts this Agreement.  Nothing in this Agreement shall be deemed to confer any third-party rights or benefits. This Agreement contains the complete terms and conditions that apply to the participation in the BOSI Partner Program (the "Program"). "Site" shall mean a World Wide Web site, and depending on the context, refers either to the BOSIDNA.com site or to the site that Applicant will link to our site. This Agreement includes the Terms of Use of the BOSI Site to which you are bound as a user of the BOSI Site. Each of BOSI and Applicant may hereafter be referred to individually as a "Party" or collectively as the "Parties.”  

2.	SCOPE. This Agreement contemplates that during the Term of this Agreement, user’s of Applicant’s website will be permitted to take the BOSI Entrepreneurial DNA™ assessment. 

You must select which Program level is aligned with your business objectives and complete the attached form.

3.	PAYMENT. In consideration of the license granted by this Agreement, you agree to pay BOSI the fees associated with your Program level. 

4.	LIMITED NON-EXCLUSIVE LICENSE. 
(a)	BOSI hereby grants you during the Term of this Agreement a non-exclusive, non-transferable, non-sub licensable, revocable right to use BOSI's trade names, trademarks, service names and similar proprietary marks as is reasonably necessary to reference BOSI, the BOSI Assessment Tool and to perform other obligations incidental to this Agreement; provided, however, that any promotional materials containing BOSI's proprietary marks will be subject to BOSI's prior written approval. 

(b)	BOSI hereby grants you during the Term of this Agreement a non-exclusive, non-transferable, non-sublicensable, revocable right to use such BOSI Assessment software code as made available to Licensee by BOSI (the “Software”). Depending on the Partner program level you select, the Software may range from a HTML link between websites or more robust Software code that you may install and use on your computer network and make it available on your website. 

(c)	You may not make or distribute copies of the Software or BOSI Assessment Tool. You may not alter, modify, or adapt the Software, or decompile, reverse engineer or otherwise reduce the Software or BOSI Assessment Tool to a human-perceivable form.  

5.	OWNERSHIP; COPYRIGHT. BOSI owns and reserves all U.S. and international intellectual property rights in and to the BOSI Assessment Tool, our trade names, trade dress and trademarks, all rights of copyright, and in graphic images and texts, any other mediums so supplied, and any and all intellectual property rights whatsoever. BOSI owns and shall retain all right, title and interest, including ownership of copyright, for all Software, data, programs, documentation, presentations, videos, drawings and reports under this Agreement and specifically the Software including the BOSI Assessment Tool and all input and output data related thereto. All rights not specifically granted in this Agreement are reserved by BOSI. BOSI may revoke this non-exclusive license at any time by providing you with notice in writing via electronic mail. 

6.	DESCRIPTION OF PROGRAM. This Agreement embodies a business relationship between the Parties. Depending on the Partner program level you select, you may use an HTML link (a “widget”) between your Site and a BOSI website. Users of your Site will be able to take the BOSI Entrepreneurial DNA™ assessment, the BOSI Software will provide user with an Entrepreneurial DNA™ profile result (e.g. Builder/Specialist). The Software will make certain recommendations to the user based upon that user’s Entrepreneurial DNA™ assessment result and depending on the Partner program level you select certain profile reports and information may be available to you. 
You further acknowledge and agree:

(a)	A pre-designed text and banner ad will appear on your Site that draws attention to the BOSI Assessment Tool. A visitor to the Site can take the BOSI Entrepreneurial DNA assessment via the link. BOSI will track each user taking the assessment and, assuming the user “opts-in,” report back that user’s BOSI Profile so you can have such data for your purposes. If the user does not “opt-in” to permit the sharing of their BOSI Profile data, BOSI will only share anonymized aggregated trend data with you if sufficient user flow is available from your Site or depending on your Program level. If you have a membership program on your Site, BOSI will cooperate with you to allow integration with BOSI’s system to tag a user’s User-Id and share it back with you.

(b)	You are responsible for the placement of the links to BOSIDNA.com on your Site. You must use an HTML generator (provided by BOSI) to create the links. You may not alter banners, buttons, graphics or text links. If you wish to use links that are not created by the generator, or a modification of the links generated by the generator, you must obtain prior written permission from BOSI. You may not add or delete approved graphics and related links from your Site at any time without our approval. 

(c)	A person ordering a product that has reached a BOSI website via a link placed on your Site pursuant to this Agreement is a customer of BOSI. Accordingly, the rules, policies and operating procedures of BOSI are applicable to such customers. BOSI reserves the rights to alter, update, or in any way change the rules, policies and operating procedures at any time.

(d)	All data whatsoever input into the Software or our Site by users of your Site and all data, reports, profiles or output generated from such input data is and shall be exclusively owned by BOSI.

7.	PARTIES RESPONSIBILITIES. 
(a)	You are solely responsible for developing, operating and maintaining your own Site. You assume all responsibility for the technical operation and related equipment of your Site. You are solely responsible for any and all materials (including appropriateness and accuracy), sales, customer service and returns for your Site. You are solely responsible for ensuring that the materials posted on your Site do not violate or infringe any third party's rights, including, but not limited to a third party's copyrights, trademarks, privacy or other personal or proprietary rights. You are solely responsible for ensuring that materials posted on its site are not libelous or otherwise illegal. 

(b)	BOSI represents and warrants that it has the full right and authority to grant the rights and licenses granted herein. 

(c)	Neither Party to this Agreement shall in any manner disparage the other party or its products or services, or portray the other party or its products or services in a false, competitively adverse or poor light. Each Party will comply with the other Party's requests as to the use of the other Party's proprietary marks and will avoid any action that diminishes the value of such marks. Either Party's unauthorized use of the other Party's proprietary marks is strictly prohibited. BOSI will make available to you a small graphic image that identifies your Site as an affiliate of BOSI. Licensee must display this graphic on its Site. Licensee may not make any press release addressing this Agreement or its affiliation with BOSI without prior written consent from BOSI, which may be given or withheld at BOSI’s sole discretion. Further, you may not misrepresent or embellish the affiliate relationship between it and BOSI. You may not represent, expressly or impliedly, that BOSI supports, sponsors, endorses or contributes to your company.

(d)	The Parties represent and warrant that they will undertake their best efforts to comply with all applicable governmental regulations, rules and guidelines.

8.	COURSE OF DEALING. BOSI conducts its business within the highest standards of ethics and integrity. You are expected to conduct your business in the same manner with respect to all matters related to this Agreement. 

9.	TERM & TERMINATION. The period during which this Agreement will be in effect begins upon our acceptance of you as an Program Partner and will end when terminated by either Party. Either Party may terminate the Agreement at any time, with or without cause, by giving the other party 30 (thirty) days written notice of termination. Either party may terminate the Agreement immediately, without notice, if the other party breaches any material term of the Agreement and the breach is not cured within 10 (ten) days of written notification. Upon the termination of this Agreement, you must immediately cease use of all links to our Site and any other materials provided to you in connection with this Agreement, including any BOSI trademarks, trade dress and logos. As with all services, your privilege to use BOSI link is dependent on your continued compliance with this Agreement. 

10.	DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY. 
(a)	TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE AND ALL SERVICES AND RESULTS THEREFROM ARE PROVIDED “AS-IS” AND BOSI HEREBY DISCLAIMS ANY AND ALL REPRESENTATIONS OR WARRANTIES INCLUDING (WITHOUT LIMITATION) WHETHER EXPRESS OR, IMPLIED, OR STATUTORY INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BOSI SPECIFICALLY DISCLAIMS ANY REPRESENTATION OR WARRANTY REGARDING THE AMOUNT OF ANY ECONOMIC OR OTHER BENEFIT THAT YOU MIGHT OBTAIN THROUGH YOUR PARTICIPATION IN THE PROGRAM OR THIS AGREEMENT.

(b)	TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BOSI OR ITS REPRESENTATIVES (IE. ITS OFFICERS, DIRECTORS, SHAREHOLDERS, ETC.) BE LIABLE TO LICENSEE OR ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF DATA OR ACCESS TO DATA, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SOFTWARE, AND BASED ON ANY THEORY OF LIABILITY INCLUDING BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF BOSI OR ITS REPRESENTATIVES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. 

(c)	NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY BOSI, ITS REPRESENTATIVES, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY PROVIDED HEREIN.  

(d)	BOSI will have no liability for any reason for the failure and/or unavailability of its website or for the adequacy of performance of the Software. BOSI will have no liability for down-time or service outages. BOSI will have no liability for any claims made by the user regarding the accuracy of any data or reports supplied to you as the same are provided for educational or informational purposes only. BOSI will not be liable for any indirect, special or consequential damages, including, but not limited to loss of revenue, profits or data, arising out of the relationship developed from this Agreement. The aggregate liability of BOSI with respect to actual damages for any cause whatsoever under this Agreement will be limited to the lesser of $1,000 or the amount paid by you as the Annual License Fee.

11.	BASIS OF BARGIN. The above disclaimer of warranties and limitation of liabilities set forth above are fundamental elements of the basis of the agreement between BOSI and you. BOSI would not be able to provide the Software on an economic basis without such limitations.

12.	INDEMNIFICATION. You assume all responsibility for content and subject matter of its Site and related material (including text and illustrations). You hereby agree to indemnify, defend and hold BOSI and its Representatives harmless against any and all claims, actions, liabilities, losses and expenses (including reasonable attorneys' fees) resulting from or arising directly or indirectly out of your use of the Software or any BOSI material relating to the development, operation, maintenance and content of your Site, the general public or your business relationships.

13.	GENERAL TERMS. 
(a)	Modification. BOSI, in its sole and absolute discretion, may change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to the BOSI Site.  You acknowledge and agree that (i) BOSI may notify you of such changes or modifications by posting them to its Site and (ii) your use of this widget or the Site or the Services found at the Site after such changes or modifications have been made (as indicated by the “Last Revised” date at the top of this page) shall constitute your acceptance of this Agreement as last revised. 
IF AT ANY TIME YOU DEEM THE MODIFICATION TO BE UNACCEPTABLE TO YOU, TERMINATION OF THIS AGREEMENT IS YOUR ONLY RECOURSE. YOUR CONTINUING USE OF THE BOSI LINK ASSESSMENT TOOL OR THE BOSI SITE FOLLOWING A MODIFICATION OF THE AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE MODIFICATION.

(b)	Relationship of the Parties. The Parties of this Agreement are independent contractors. Nothing in this Agreement shall be construed to create any partnership, joint venture, agency, franchise, sales representative or employment relationship between the Parties. Neither Party has the authority to bind the other or incur any obligation on behalf of the other. You will not make any statements, whether on its site or otherwise, that runs contrary to this relationship.

(c)	Governing Law. This Agreement shall be governed by and construed and enforced in accordance with the substantive laws of the State of Illinois. Any action relating to this Agreement must be brought in the federal or state courts located in Chicago, Illinois. The Parties irrevocably consent to the jurisdiction of these courts. The construction and interpretation of this Agreement shall not be strictly construed against either Party as the drafter.

(d)	Binding; No Assignment. This Agreement is binding upon and shall inure to the benefit of the undersigned Parties, and their respective successors and permitted assigns. You may not assign this Agreement, by operation of law or otherwise, without the prior written consent of BOSI. Nothing in this Agreement is intended to confer any rights or remedies on any entity that is not a party to this Agreement.

(e)	Force Majeure. Neither Party hereto shall be in default hereunder by reason of its delay in the performance or failure to perform any of its obligations hereunder for any event, circumstance, or cause beyond its control such as, but not limited to, acts of God, strikes, lock-outs, general revolution, riots, epidemics, power shortages, fire, earthquake or flood. The Party affected by any such event shall notify the other party within a maximum period of fifteen (15) days from its occurrence. The performance of this Agreement shall then be suspended for as long as any such event shall prevent the affected party from performing its obligations under the Agreement.

(f)	Waiver. No failure to enforce any provision, assert any right or insist on performance of any provision under this Agreement in any instance shall be deemed a waiver of the ability to enforce such provision, assert such right, or insist on the performance of such obligations in the future. BOSI’s  failure to enforce Licensee’s strict performance will not constitute a waiver of BOSI’s right to subsequently enforce such provision or any other provision of this Agreement.

(g)	Confidentiality. The information and service provided by BOSI to its customers is proprietary in nature. You represent that you are not a competitor of BOSI and agree not to share any proprietary information with any competitors of BOSI. You agree to keep all user data confidential.

(h)	Severability. The provisions of this Agreement are severable, and in the event that any provision hereof is determined to be invalid or unenforceable, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions hereof.

(i)	Survival. Upon any such termination or expiration all rights and duties of the Parties toward each other under this Agreement shall cease except Sections 5, 6d, 7, 10, 12 and 13 shall survive termination of this Agreement.  
(j)	Complete Understanding. This Agreement, including all appendices attached hereto, constitutes the final, complete and exclusive agreement between the Parties with respect to the subject matter hereof, and supersedes any prior proposals, understandings and all other oral and written agreements between the Parties relating to the subject matter hereof. The headings used in this Agreement are for convenience only and are not intended to be used as an aid to interpretation. 

Thank you for choosing to be a part of BOSI’s Partner Program. Please feel free to contact us with any questions or concerns you may have.

By clicking the “I AGREE” button below you by your authorized representative have agreed to be bound by all to the foregoing agreements, terms and conditions of use and intend to be legally bound hereby.
Enroll in the BOSI Partner Program
