AGREEMENT BETWEEN CUSTOMER AND COVENDIS, INC.
This Web site is offered to you, the customer, conditioned on your acceptance without modification of the terms, conditions, and notices contained herein. Your use of this Web site constitutes your agreement to all such terms, conditions, and notices.
This Web site is for your commercial use, i.e. to complete services transactions. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, or services obtained from this Web site.
COPYRIGHT AND TRADEMARK NOTICES
of this Web site are: ©2001 COVENDIS TECHNOLOGIES, Inc., 3500 Parkway Lane,
Other product and company names mentioned herein may be the trademarks of their respective owners.
As used in this Agreement, the term “Confidential Information” shall mean all content, systems, and data accessed on and through this Web site, including but not limited to Covendis’ business plans, strategies, forecasts, market research and analyses, concepts, ideas, customer and supplier information, system designs, software algorithms, screens, reports, features, technical data, know-how and documentation, and excluding any content generally available to the public or independently developed as shown by competent documentary evidence.
You agree to keep all Confidential Information in strict confidence and shall not disclose to any third party in any manner whatsoever any Confidential Information, in whole or in part, without the prior written consent of Covendis, which may be granted or withheld in Covendis’ sole discretion. You agree to protect the Confidential Information using at least the same standard of care that you use in protecting your own confidential and trade secret information, but in no event shall you use less than a reasonable standard of care. You agree not copy, reprint, duplicate or recreate, communicate, and transfer, in whole or in part, the Confidential Information without the Company’s prior written consent, except within the use limitations as described herein.
You agree that these Confidential Information obligations shall remain in effect at least from the first time this Web site is accessed by you, through a period no less than five (5) years from the date this Web site was last accessed by you.
THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES PUBLISHED ON THIS WEB SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. COVENDIS, INC., ITS AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES ON THIS WEB SITE AT ANY TIME.
COVENDIS TECHNOLOGIES, INC., ITS AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES CONTAINED ON THIS WEB SITE FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. COVENDIS TECHNOLOGIES, INC., ITS AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. IN NO EVENT SHALL COVENDIS TECHNOLOGIES, INC., ITS AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THE USE OF THIS WEB SITE OR WITH THE DELAY OR INABILITY TO USE THIS WEB SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES OBTAINED THROUGH THIS WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THIS WEB SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF COVENDIS TECHNOLOGIES, INC., ITS AFFILIATES, AND/OR THEIR RESPECTIVE SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of this Web site, you warrant that you will not use this Web site for any purpose that is unlawful or prohibited by these terms, conditions, and notices.
LINKS TO THIRD-PARTY SITES
This Web site may contain hyperlinks to Web sites operated by parties other than COVENDIS TECHNOLOGIES, Inc. Such hyperlinks are provided for your reference only. COVENDIS TECHNOLOGIES, Inc. does not control such Web sites and is not responsible for their contents. COVENDIS TECHNOLOGIES, Inc.'s inclusion of hyperlinks to such Web sites does not imply any endorsement of the material on such Web sites or any association with their operators.
USE OF BULLETIN BOARD, CHAT ROOMS, AND OTHER COMMUNICATIONS FORUMS
If this Web site contains bulletin boards, chat rooms, or other message or communication facilities (collectively "Forums"), you agree to use the Forums only to send and receive messages and material that are proper and related to the particular Forum. By way of example, and not as a limitation, you agree that when using a Forum, you shall not do any of the following:
Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
Publish, post, distribute, or disseminate any defamatory, infringing, obscene, indecent, or unlawful material or information.
Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy and publicity) unless you own or control the rights thereto or have received all necessary consents.
Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer.
Delete any author attributions, legal notices, or proprietary designations or labels in any file that is uploaded.
Falsify the origin or source of software or other material contained in a file that is uploaded.
Advertise or offer to sell any goods or services, or conduct or forward surveys, contests, or chain letters.
Download any file—posted by another user of a Forum—that you know, or reasonably should know, cannot be legally distributed in such manner.
You acknowledge that all Forums are public and not private communications. Further, you acknowledge that chats, postings, conferences, and other communications by other users are not endorsed by COVENDIS TECHNOLOGIES, Inc. or its affiliates, and such communications shall not be considered reviewed, screened, or approved by COVENDIS TECHNOLOGIES, Inc. or its affiliates. COVENDIS TECHNOLOGIES, Inc. reserves the right for any reason to remove, without notice, any contents of the Forums received from users, including, without limitation, bulletin board postings. COVENDIS TECHNOLOGIES, Inc. reserves the right to deny in its sole discretion any user access to this Web site or any portion thereof without notice.
SOFTWARE AVAILABLE ON THIS WEB SITE
Any software that is made available to download from this Web site ("Software") is the copyrighted work of COVENDIS TECHNOLOGIES, Inc., its affiliates, and/or their suppliers. Your use of the Software is governed by the terms of the end user license agreement, if any, which accompanies, or is included with, the Software ("License Agreement"). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement terms.
For any Software not accompanied by a License Agreement, COVENDIS TECHNOLOGIES, Inc. hereby grants to you, the user, a personal, nontransferable license to use the Software for viewing and otherwise using this Web site in accordance with these terms and conditions and for no other purpose.
Please note that all Software, including, without limitation, all HTML code and Active X controls contained on this Web site, is owned by COVENDIS TECHNOLOGIES, Inc., its affiliates, and/or their suppliers, and is protected by copyright laws and international treaty provisions. Any reproduction or redistribution of the Software is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. THE SOFTWARE IS WARRANTEED, IF AT ALL, ONLY ACCORDING TO THE TERMS OF THE LICENSE AGREEMENT.
acknowledge that the Software and any accompanying documentation and/or
technical information are subject to applicable export control laws and
regulations of the
MODIFICATION OF THESE TERMS AND CONDITIONS
COVENDIS TECHNOLOGIES, Inc. reserves the right to change the terms, conditions, and notices under which this Web site is offered.
is governed by the laws of the State of
You agree that no joint venture, partnership, employment, or agency relationship exists between you and COVENDIS TECHNOLOGIES, Inc. as a result of this agreement or use of this Web site.
COVENDIS TECHNOLOGIES, Inc.'s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of COVENDIS TECHNOLOGIES, Inc.'s right to comply with law enforcement requests or requirements relating to your use of this Web site or information provided to or gathered by COVENDIS TECHNOLOGIES, Inc. with respect to such use.
If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.
This agreement constitutes the entire agreement between the customer and COVENDIS TECHNOLOGIES, Inc. with respect to this Web site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the customer and COVENDIS TECHNOLOGIES, Inc. with respect to this Web site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Fictitious names of companies, products, people, characters, and/or data mentioned herein are not intended to represent any real individual, company, product, or event.
Any rights not expressly granted herein are reserved.