Governing Law; Consent to Jurisdiction
Failure to Abide by these Terms
Changes to the Service
You agree to indemnify, hold harmless and release Refractiv, its directors, officers, and employees, from and against any and all claims, damages, costs and expenses, including reasonable attorney’s fees, arising from or related to Your use of the Site and/or any content contained therein.
No Offer of Securities
Nothing on this Site should be taken as an invitation to acquire stock in any jurisdiction in which an offer, sale, resale or delivery would constitute a violation of the applicable securities laws or require any additional registration statements to be filed.
Limitation of Liability
REFRACTIV AND ITS DIRECTORS, OFFICERS AND EMPLOYEES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION OR THE LIKE) ARISING OUT OF (A) THE USE OF THE SITE, (B) THE CONTENT ON THE SITE, (C) WEB SITES LINKED TO THIS SITE AND THE CONTENT, GOODS AND/OR SERVICES PROVIDED THEREIN (D) ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE UPON THE INFORMATION WITHIN, OR CONTENT OF, THE SITE, AND/OR (E) THE INABILITY TO USE THE SITE AND CONTENT CONTAINED THEREIN (INCLUDING, BUT NOT NECESSARILY LIMITED TO, LOSS OF PROFITS, GOODWILL OR SAVINGS, DOWNTIME, DAMAGE TO OR REPLACEMENT OF PROGRAMS AND DATA), WHETHER BASED IN CONTRACT OR TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE (BUT EXCLUDING CLAIMS ARISING OUT OF PERSONAL INJURY OR DEATH) EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. REFRACTIV CANNOT AND DOES NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO THE SITE.
THE PROVISIONS OF THIS PARAGRAPH WILL SURVIVE ANY TERMINATION OF THIS AGREEMENT. SOME US STATES DO NOT ALLOW THE LIMITATION OF LIABILITY, SO THE FOREGOING LIMITATION MAY NOT APPLY TO YOU.
Disclaimer of Warranties
The Materials on this Site may contain inaccuracies or typographical errors. We make no representations about the accuracy, reliability, completeness or timeliness of the Materials. The use of this Site and the Materials is at your own risk.
REFRACTIV DOES NOT WARRANT THAT THE SITE WILL OPERATE ERROR-FREE OR THAT THIS SITE AND ITS SERVER ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL GOODS. IF YOUR USE OF THE SITE OR THE MATERIALS RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, REFRACTIV IS NOT RESPONSIBLE FOR THOSE COSTS.
THE SITE, AND THE CONTENTS THEREIN, ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, QUIET ENJOYMENT, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. WE ARE NOT RESPONSIBLE FOR DAMAGE OR LOSS CAUSED BY ERRORS OF THE SITE, CONTENT ON THE SITE OR THE INTERNET. REFRACTIV DOES NOT EXERCISE CONTROL OVER ANY THIRD PARTIES THAT PROVIDE CONTENT TO THE SITE AND THEREFORE PROVIDES NO REPRESENTATIONS OR WARRANTIES REGARDING SAME. ADDITIONALLY, THE SITE MAY BE UNAVAILABLE UNEXPECTEDLY AS A RESULT OF ERRORS OR CIRCUMSTANCES BEYOND OUR CONTROL.
Links to Other Web Sites
If any link is offered connecting You to a third party web site, it is as an accommodation to You and to the respective third party site owner and is provided without charge. Sites linked to and from this Site are not necessarily under the control of Refractiv and We shall have no responsibilities or liabilities whatsoever for the content including, without limitation, the accuracy or reliability of any information, data, opinions, advice or statements set forth therein, or privacy practices of any such linked site or any link or linking program at any time. We do not necessarily endorse companies (or related products or services) to or from which the Site is linked. If You decide to access any of the third party sites linked to this Site, You do so entirely at Your own risk.
Proprietary Rights Restrictions
All material on the Site including without limitation all informational text, photographs, graphics, audio, video, messages, files, documents, images or other materials (collectively, the “Materials”), whether publicly posted or privately transmitted, as well as all derivative works, is owned by Refractiv or other parties that have licensed their material to Refractiv and is protected by copyright, trademark and/or other intellectual property laws. Refractiv disclaims any proprietary interest in trademarks, service marks, logos, slogans, domain names and trade names other than its own. Trademarks, logos, images and service marks displayed on the Site are the property of either Refractiv or other third parties. You agree not to display or use such marks without written permission from Refractiv or the appropriate party. The Materials on the Site may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, including by e-mail or other electronic means. Any modification of the Materials, use of the Materials on any web site or networked computer environment, or use of the Materials for any purpose other than personal, non-commercial use is a violation of the copyright, trademark, and other proprietary rights in the Materials and is expressly prohibited. Nothing on this Site shall be construed as conferring any license under any of the Refractiv or any third party’s intellectual property rights, whether by estoppel, implication or otherwise.
You agree not to: (a) upload, transmit, post, email or otherwise make available to the Site, any content or other material in any format that: (x) is false, inaccurate, unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, invasive of another’s privacy, libelous and/or otherwise objectionable; (y) infringes any third party’s intellectual property; or (z) contains viruses, worms, Trojan horses, corrupted files, or any other similar software or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (b) alter, remove, or falsify any attributions or other proprietary designations of origin or source of any other content appearing on the Site or contained in a file that is uploaded to the Site; (c) impersonate any person or entity, including, but not limited to, an Refractiv official or falsely state or otherwise misrepresent Your affiliation with a person or entity; or (d) attempt, through any means, to gain unauthorized access to the Site. The use of any device, software or routine that interferes or attempts to interfere with the proper working of the Site is expressly prohibited.
Please review the following terms and conditions carefully. This agreement is a legally binding contract between you (“You” or “Your”) and Refractiv. (“Refractiv,” “We” or “Us”) regarding Your access to and use of the Refractiv web site (the “Site”). By accessing the Site, You agree to the terms and conditions as outlined in this legal notice. Refractiv reserves the right to change these terms and conditions from time to time at its sole discretion, without prior notice, by posting such revised terms and conditions on the Site. It is Your obligation to routinely review these terms and conditions and Your continued use of the Site following any such change (whether or not You have reviewed such change) constitutes Your agreement to follow and be bound by the terms and conditions as changed.