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TERMS OF USE
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1. ACCEPTANCE OF TERMS
1.1 Please read these Terms of Use ("Terms")
carefully before using ICJacobsen.com website ("Website"). By
accessing and using this Website in any way, including, without limitation,
browsing, using, downloading, and/or placing an order for information,
products, services, or any materials (collectively known as "Content")
from the Website, You agree to and are bound by the Terms described in
this document. If You do not agree to all of the Terms, Do not use this
Website in any manner.
1.2 The Terms are entered into by and between IC
Jacobsen, Inc. ("IC Jacobsen") and You. If You are using the
Website on behalf of Your employer, You represent that You are authorized
to accept these Terms on Your employer's behalf. IC Jacobsen provides
Content accessible through this Website to You, subject to the Terms.
Unless explicitly stated otherwise, the Terms will govern Your use of
any new features that augment or enhance the current Website, including
the release of new IC Jacobsen Content.
2. USE OF CONTENT
2.1 You acknowledge that the Website contains Content
that is protected by copyright, trademark or other proprietary rights
of IC Jacobsen. All Content on the Website is copyrighted as a collective
work of IC Jacobsen pursuant to applicable copyright law. You agree to
comply with any additional copyright notices, information, or restrictions
contained in any Content available on or accessed through the Website.
Users of the Website may use the Content only for their personal, non-commercial
use.
2.2 You may not modify, publish, transmit, transfer
or sell, reproduce, create derivative works from, distribute, perform,
display, or in any way exploit any of the Content, in whole or in part,
except as expressly permitted in this Agreement. You may post on the Website
any Content owned by you (such as your original statements), Content for
which You have received express permission from the owner and Content
in the public domain. You assume all risk and responsibility for determining
whether any Content is in the public domain. You grant to IC Jacobsen
the right to edit, copy, publish, distribute, translate and otherwise
use in any medium any Content that You place on the Website without compensation
to You. You represent and warrant that You are authorized to grant all
rights set forth in the preceding sentence.
2.3 You may download or copy the Content only for
your own personal use, provided that You maintain all copyright and other
notices contained in such Content. You shall not store electronically
any significant portion of any Content. Except as expressly permitted
by the copyright laws, no copying, storage, redistribution or publication
of any Content is permitted without the express permission of IC Jacobsen.
You may download from the Website any Content in the public domain for
Your own personal use or for non-commercial redistribution.
3. CONFIDENTIALITY OF IC JACOBSEN INFORMATION
3.1 You acknowledge that You may obtain direct access
via the Website to certain IC Jacobsen confidential information such as
technical, contractual, pricing, marketing, and other valuable information
("Information"). You must hold Information in strict confidence
and may provide Information to employees in Your organization only on
a need-to-know basis. You may use the Information from the Website solely
for the purpose of purchasing, maintaining and supporting Your IC Jacobsen
products. Title to Information remains with IC Jacobsen. You agree, either
as an individual or on behalf of Your employer, to be bound by the provisions
of this Section 3. Furthermore, if You are acting on behalf of Your employer,
Your employer agrees to indemnify You for violations of this Section 3.
3.2 You do not acquire any rights in Information,
except the limited right to use Information as described above.
3.3 Any breach of the Terms will result in irreparable
harm to IC Jacobsen for which damages would be an inadequate remedy and,
therefore, in addition to its rights and remedies otherwise available
at law, IC Jacobsen will be entitled to equitable relief, including both
a preliminary and permanent injunction, if such a breach occurs. You waive
any requirement for the posting of a bond or other security if IC Jacobsen
seeks such an injunction.
3.4 Your obligations regarding Information expire
five (5) years after the date of disclosure. Upon termination of the Terms
or IC Jacobsen's written request, You must cease use of Information and
return or destroy all Information.
3.5 The Terms impose no obligation upon You with
respect to Information that You can establish by legally sufficient evidence:
(a) You possessed, or knew, prior to Your receipt from IC Jacobsen, without
an obligation to maintain its confidentiality; (b) is or becomes generally
known to the public through no act or omission by You, or otherwise without
violation of the Terms; (c) You obtained from a third party who had the
right to disclose it, without an obligation to keep such information confidential;
(d) You independently developed without the use of Information and without
the participation of individuals who have had access to Information, or
(e) in response to a valid order by a court or other governmental body,
as otherwise required by law, or as necessary to establish the rights
of either party under these Terms and as disclosed after prior notice
to IC Jacobsen adequate to afford IC Jacobsen the opportunity to object
to the disclosure.
4. YOUR CONDUCT
4.1 You shall not post on the Website any Content
which (a) is libelous, defamatory, obscene, pornographic, abusive, harassing
or threatening, (b) contains viruses or other contaminating or destructive
features, (c) violates the rights of others, such as Content which infringes
any copyright, trademark, patent, trade secret or violates any right of
privacy or publicity, or (d) otherwise violates any applicable law. You
may not post on the Website any links to any external Internet sites that
are obscene or pornographic. You shall not use the Website for any commercial
purpose, to distribute any advertising or solicitation of funds or goods
and services or to solicit users to join competitive online services.
4.2 While it is not our intent to monitor Your online
communications, IC Jacobsen reserves the right to edit or remove content
that we become aware of and determine to be harmful, offensive or otherwise
in violation of these Terms. IC Jacobsen may also remove Content that
contains third-party commercial advertisements, is inaccurate or includes
unauthorized disclosure or personal information. Violation of these restrictions
("Restrictions ") may also result in the termination or suspension
of your account. These Restrictions apply to all Content provided to or
through the Website, including email messages, newsgroup postings, chat,
and personal or business web pages.
4.3 You agree not to post or store on Website or
any of its affiliated sites any Content that violates or infringes anyone's
intellectual property rights (including copyrights, trademarks, trade
secrets, patents, publicity rights or (to the extent protectable) confidential
ideas) or that is obscene, obscene as to minors, child pornography, defamatory,
racist, lewd, lascivious, filthy, excessively violent, harassing, or otherwise
objectionable ("Objectionable").
4.4 You agree not to use the Website in any way
for spamming or to transmit chain letters, junk email or bulk communications.
You agree not to transmit through the Website any Content that is Objectionable.
You agree not to use any IC Jacobsen domain name as a pseudonymous return
email address for any communications that You transmit from another location
or through another service; and You may not pretend to be someone else
or spoof their identity when using the Website. Furthermore, You agree
not to transmit unsolicited or bulk communications to any IC Jacobsen
or affiliated email address (regardless of whether You use the Website
to transmit any such communication).
4.5 You agree not to use the Website for any unlawful
activities not otherwise covered above, including (without limitation)
attempting to compromise the security of any networked account or site,
operating an illegal lottery or gambling operation, stalking, or making
direct threats of physical harm. Additionally, You agree not to use the
Website to (a) impersonate any person or entity, including, but not limited
to, a IC Jacobsen official or falsely state or otherwise misrepresent
Your affiliation with a person or entity, (b) forge headers or otherwise
manipulate identifiers in order to disguise the origin of any Content
transmitted through the Website or develop hidden pages or images (those
not linked to IC Jacobsen from another accessible page), (c) upload, post
or otherwise transmit any Content that You do not have a right to transmit
to the public under any law or under contractual or fiduciary relationships
(such as inside information, proprietary or confidential information learned
or disclosed as part of employment relationships or under nondisclosure
agreements), (d) upload, post or otherwise transmit any material that
contains software viruses or any other computer code, files or programs
designed to interrupt, destroy or limit the functionality of any computer
software or hardware or telecommunications equipment, (e) disrupt the
normal flow of dialogue, cause a screen to "scroll" faster than
other users of the Website are able to type, or otherwise act in a manner
that negatively affects other users' ability to engage in real time exchanges,
(f) intentionally or unintentionally violate any applicable local, state,
national or international law, or any regulations having the force of
law, or (g) collect or store personal data about other users.
5. CONTENT SUBMITTED TO IC JACOBSEN
5.1 IC Jacobsen does not claim ownership of the
Content You place on Website. By submitting Content to IC Jacobsen for
inclusion, You grant IC Jacobsen and all other users of the Website a
worldwide, royalty-free, and nonexclusive license to reproduce, modify,
distribute, transmit, display, perform, adapt, and publish the Content
(including in digital form).
5.2 You acknowledge that IC Jacobsen does not pre-screen
Content, but that IC Jacobsen and its designees have the right (but not
the obligation) in their sole discretion to block or restrict access to
or the availability of, or to disable, any Content that is available via
the Website. Without limiting the foregoing, IC Jacobsen and its designees
may disable, restrict access to or the availability of, any Content that
violates the Terms or is otherwise objectionable. You must evaluate, and
bear all risks associated with, the use of any Content, including any
reliance on the accuracy, completeness, or usefulness of such Content.
5.3 Unless otherwise explicitly stated, herein,
or in IC Jacobsen's Privacy Policy, any Content provided by You in connection
with this Website shall be deemed to be provided on a nonproprietary and
non-confidential basis. IC Jacobsen shall have no obligation of any kind
with respect to such Content and shall be free to use or disseminate such
Content on an unrestricted basis for any purpose. You acknowledge that
You are responsible for the Content that You submit, and You, not IC Jacobsen,
have full responsibility for the Content, including their legality, reliability,
appropriateness, originality and copyright.
6. DELIVERY OF EMAIL
IC Jacobsen will attempt to deliver all of the email
that is addressed to Your email address on the Website. However, sometimes
someone who may or may not be a subscriber to the Website may attempt
to relay large numbers of email messages, in bulk, off of or through one
of our servers. IC Jacobsen reserves the right to discard that bulk relay
email because it is an unauthorized use of our equipment. Any email addressed
to you in care of IC Jacobsen that is included in that bulk relay email
may not be delivered to You.
7. SPAM EMAIL AND POSTINGS
You agree that IC Jacobsen would be irreparably
harmed by the use, by You or others, of the Website or facilities in connection
with the transmission of spam newsgroup postings or unsolicited email
in violation of these Terms, and that IC Jacobsen is entitled to obtain
injunctive relief against any such transmission (in addition to all other
remedies available at law or in equity). IC Jacobsen reserves the right
to block, filter or delete unsolicited email.
8. INDEMNITY
You agree to indemnify and hold IC Jacobsen, and
its subsidiaries, affiliates, officers, agents, co-branders, partners,
and employees, harmless from any claim or demand, including reasonable
attorneys' fees, made by any third party due to or arising out of Your
Content, Your use of the Website, including any use by Your employees,
Your connection to the Website, Your violation of the Terms, or Your violation
of any rights of another.
9. NOTICES; MODIFICATION AND TERMINATION OF SERVICES
IC Jacobsen may send notices to You via either email
or regular mail. The Website may also provide notices of changes to the
Terms or other matters by displaying notices or links to notices to You
generally on the Website. IC Jacobsen reserves the right at any time and
from time to time to modify or discontinue, temporarily or permanently,
the Website (or any part thereof) with or without notice. IC Jacobsen
may make changes to the Website, including regarding products, services,
programs, and prices, at any time without notice. IC Jacobsen, in its
sole discretion, may terminate use of the Website and remove and discard
any Content within the Website, for any reason, including, without limitation,
for lack of use or if IC Jacobsen believes that You have violated or acted
inconsistently with the letter or spirit of the Terms. Any termination
of Your access to the Website under any provision of the Terms may be
effected without prior notice. Further, Sun will not be liable to You
or any third-party for any termination, modification, or suspension of
the Website.
10. ADVERTISEMENTS AND PROMOTIONS
IC Jacobsen runs advertisements and promotions from
third parties on the Website. The manner, mode and extent of advertising
by IC Jacobsen on the Website are subject to change. Your correspondence
or business dealings with, or participation in promotions of, advertisers
other than IC Jacobsen found on or through the Website, including payment
and delivery of related goods or services, and any other terms, conditions,
warranties or representations associated with such dealings, are solely
between You and such advertiser. Sun is not responsible or liable for
any loss or damage of any sort incurred as the result of any such dealings
or as the result of the presence of such non-IC Jacobsen advertisers on
the Website.
11. LINKS
11.1 The Website may provide, or third parties may
provide, links to other Internet sites or resources. Because IC Jacobsen
has no control over such sites and resources, You acknowledge and agree
that IC Jacobsen is not responsible for the availability of such external
sites or resources, and does not endorse and is not responsible or liable
for any Content, advertising, products, or other materials on or available
from such sites or resources. IC Jacobsen will not be responsible or liable,
directly or indirectly, for any damage or loss caused or alleged to be
caused by or in connection with use of or reliance on any such Content,
goods or services available on or through any such site or resource.
11.2 This Website may be linked to other websites
which are not under the control of and are not maintained by IC Jacobsen.
IC Jacobsen is not responsible for the content of those sites. IC Jacobsen
is providing these links to You only as a convenience, and the inclusion
of any link to such sites does not imply endorsement by IC Jacobsen of
those sites.
12. INTELLECTUAL PROPERTY RIGHTS
12.1 The Website and any Software used in connection
with the Website contain proprietary and confidential information that
is protected by applicable intellectual property and other laws. Content
contained in third-party advertisements or information presented to You
through the Website or advertisers is protected by copyrights, trademarks,
service marks, patents, publicity rights, or other proprietary rights
and laws. Except as expressly authorized by IC Jacobsen or advertisers,
You agree not to modify, rent, lease, loan, sell, distribute or create
derivative works based on the Website or the Software, in whole or in
part.
12.2 You may use the Software and the Website only
subject to the agreement or license that accompanies such Software or
Website. You may use the Website only during their specified term, for
the enumerated number of times, for the specified number of individuals,
or as otherwise limited in the applicable agreement or license. Website
involving an update, version release, product release, maintenance release,
patch or derivative work of a licensed Software may be used only: (a)
on systems for which such Software were specifically licensed; and (b)
subject to the license and warranty term governing the original product
or Software. Software provided as an element of IC Jacobsen's support,
consulting or educational services, also are governed by the terms of
the applicable support, consulting or educational services agreement.
12.3 You must not modify, de-compile, or reverse
engineer any Software IC Jacobsen discloses to You, and must not remove,
overprint, or deface any notice of copyright, trademark, logo, legend,
or other notice of ownership from any originals or copies of Software
or Information from the Software.
12.4 IC Jacobsen is committed to respecting others'
intellectual property rights, and we ask our users to do the same. IC
Jacobsen may, in its sole discretion, terminate the accounts or access
rights of users who infringe or otherwise violate others' intellectual
property rights. If You believe that Your work has been copied in a way
that constitutes copyright infringement on our Website, please contact
our copyright agent as described in our copyright policy.
12.5 All Content provided on this Website is provided
by or to IC Jacobsen by its respective authors, developers and vendors
(the "Third Party Providers") and is the copyrighted work of
IC Jacobsen and/or the Third Party Providers. Except as stated herein,
none of the Content may be copied, reproduced, distributed, republished,
downloaded, displayed, posted or transmitted in any form or by any means,
including, but not limited to, electronic, mechanical, photocopying, recording,
or otherwise, without the prior express written permission of IC Jacobsen
or the Third Party Provider. No part of the Website, including logos,
graphics, sounds or images, may be reproduced or retransmitted in any
way, or by any means, without the prior express written permission of
IC Jacobsen. You also may not, without IC Jacobsen's prior express written
permission, "mirror" any Content contained on this Website on
any other server.
12.6 Nothing on this Website shall be construed
as conferring any license under any of IC Jacobsen's or any Third Party
Provider's intellectual property rights, whether by estoppel, implication,
or otherwise. You acknowledge sole responsibility for obtaining any such
licenses.
12.7 Permission is granted to display, copy, distribute
and download IC Jacobsen's Content on this Website provided that: (1)
both the copyright notice identified below and this permission notice
appear in the Content, (2) the use of such Content is solely for personal,
non-commercial and informational use and will not be copied or posted
on any networked computer or broadcast in any media, except as explicitly
permitted by valid license covering such materials, and (3) no modifications
of any of the Content are made. This permission terminates automatically
without notice if You breach any of these terms or conditions. Upon termination,
You must immediately destroy any downloaded and printed Content.
12.8 Any unauthorized use of any Content contained
on this Website may violate copyright laws, trademark laws, the laws of
privacy and publicity, and communications regulations and statutes.
12.9 Content provided by Third Party Providers has
not been independently authenticated in whole or in part by IC Jacobsen.
IC Jacobsen does not provide, sell, license, or lease any of the Content
other than those specifically identified as being provided by IC Jacobsen.
13. DISCLAIMER OF WARRANTIES
13.1 Your use of the Website is at Your sole risk.
The Website and Information are provided on an "as is" and "as
available" basis. Unless otherwise explicitly stated, the Content
on the Website is provided "as is", "with all faults,"
is experimental, and is for commercial use only. IC Jacobsen disclaims
all express or implied conditions, representations, and warranties of
any kind, including any implied warranty or condition of merchantability,
fitness for a particular purpose, or non-infringement. IC Jacobsen makes
no representations, warranties, conditions or guaranties as to the quality,
suitability, truth, accuracy or completeness of any of the content contained
on the Website. IC Jacobsen may make available on the Website Content
available for downloading which has been submitted by third-party users
of the Website. Any questions regarding the content should be directed
to the providers of such Content. In no event will IC Jacobsen or its
suppliers be liable for the accuracy or completeness of the content or
information from the Website.
13.2 IC Jacobsen makes no warranty or condition
that: (I) the Website will meet Your requirements, (II) the Website will
be uninterrupted, timely, secure, or error-free, (III) the results that
may be obtained from the use of the Website will be accurate or reliable,
(IV) the Content purchased or obtained by You through the Website will
meet Your expectations, or that (V) any errors in the software will be
corrected.
13.3 Any Content downloaded or otherwise obtained
through the use of the Website is done at Your own discretion and risk
and You are solely responsible for any damage to Your computer system
or loss of data that results from the download of any such material, including
any damages resulting from computer viruses.
13.4 No advice or information, whether oral or written,
obtained by You from IC Jacobsen or through or from the Website will create
any warranty or condition not expressly stated in the Terms. IC Jacobsen's
employees are not authorized to vary these terms.
14. LIMITATION OF LIABILITY
14.1 To the extent not prohibited by applicable
law, IC Jacobsen is not liable for any direct, indirect, incidental, special,
consequential, punitive, or exemplary damages, including but not limited
to, damages for loss of profits, revenue, goodwill, use, data, electronically
transmitted orders, or other economic advantage (even if IC Jacobsen has
been advised of the possibility of such damages), however caused and regardless
of the theory of liability, whether in contract (including fundamental
breach), tort (including negligence) or otherwise, arising out of or related
to: (i) the use of or the inability to use the services; (ii) the cost
of procurement of substitute goods and services resulting from any goods,
data, information or services purchased or obtained or messages received
or transactions entered into through or from the services; (iii) unauthorized
access to or alteration of your transmissions or data; (iv) statements
or conduct of any third party on the services and ICJacobsen.com; or (v)
any other matter relating to the services, including content you may download,
use, modify or distribute from IC Jacobsen's Website.
14.2 You have sole responsibility for adequate protection
and backup of data and/or equipment used in connection with the Website
and will not make a claim against IC Jacobsen for lost data, re-run time,
inaccurate output, work delays or lost profits resulting from the use
of the content.
14.3 You agree to hold IC Jacobsen harmless from,
and you covenant not to sue IC Jacobsen for, any claims based on using
the Website, whether in contract (including fundamental breach), tort
(including negligence) or otherwise. Some jurisdictions do not allow the
exclusion or limitation of incidental or consequential damages, so the
above limitation or exclusion may not apply to you.
15. PRIVACY POLICY
IC Jacobsen respects Your desire for privacy. IC
Jacobsen's Privacy Policy can be found at
http://www.icjacobsen.com/corporate/privacy/index.asp.
By using the Website, You are consenting to the processing of Your data
by IC Jacobsen and consenting to the Terms of our Privacy Policy. If we
decide to change that policy, we will post the revised policy prominently
on our Website or otherwise bring it to Your attention, so that You are
always aware of what we do with Your information.
16. GENERAL INFORMATION
16.1 The Terms constitute the entire agreement between
You and IC Jacobsen and govern Your use of the Website, superseding any
prior agreements between You and IC Jacobsen on the subject matter (including,
but not limited to, any prior versions of the Terms). Notwithstanding
the prior provision, to the extent, and only to the extent, that any terms
set forth in this Terms expressly contradicts any terms of a prior written
agreement between You and IC Jacobsen in effect as of the date of Your
use of the Website and specifically regarding your use of the Website
("Executed Agreement"), such contradictory terms set forth in
the Executed Agreement shall govern. You also may be subject to additional
terms and conditions that may apply when you use other IC Jacobsen services,
third-party content or third-party software. You must not assign or otherwise
transfer the Terms nor any right granted hereunder.
16.2 IC Jacobsen controls and operates this Website
from its headquarters in the Philippines and makes no representation that
this Content is appropriate or available for use in other locations. If
You use the this Website from other locations, You are responsible for
compliance with applicable local laws.
16.3 This Website could include inaccuracies or
typographical errors. IC Jacobsen may make improvements and/or change
in the products, services, programs, and prices described in this Website
at any time without notice. Changes are periodically made to the Website.
IC Jacobsen may amend these Terms at any time by posting the amended terms
on this site.
16.4 The failure of IC Jacobsen to exercise or enforce
any right or provision of the Terms does not constitute a waiver of such
right or provision. If a court of competent jurisdiction finds any provision
of the Terms to be invalid, the parties nevertheless agree that the court
should endeavor to give effect to the parties' intentions as reflected
in the provision, and the other provisions of the Terms remain in full
force and effect. Regardless of any statute or law to the contrary, any
claim or cause of action arising out of or related to use of the Services
or the Terms must be filed within one (1) year after such claim or cause
of action arose or be forever barred. The section titles in the Terms
are for convenience only and have no legal or contractual effect.
16.5 These Terms represent the entire understanding
relating to the use of the Website and prevail over any prior or contemporaneous,
conflicting, or additional, communications.
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