Terms of Products and Services
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SERVICES. BY ACCESSING THE SITE,, YOU AGREE TO BECOME BOUND BY THE TERMS AND CONDITIONS OF THIS TERMS OF SERVICES (“TOS”). IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS OF THIS TOS, YOU WILL NOT HAVE ANY RIGHT TO USE THE PRODUCTS OR SERVICES OFFERED THROUGH THIS SITE. DATRIUM’S ACCEPTANCE IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL THE TERMS AND CONDITIONS OF THIS TOS, TO THE EXCLUSION OF ALL OTHER TERMS; IF THESE TERMS AND CONDITIONS ARE CONSIDERED AN OFFER BY DATRIUM, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.
The Web pages available at www.datrium.com, and all linked pages (“Site”), are owned and operated by Datrium, Inc. (“Datrium”), a Delaware corporation, and is accessed by you (“User”) under the following terms and conditions:
ACCESS TO THE SERVICES. Subject to the terms and conditions of this TOS, Datrium may offer to provide certain services and/or products, which are selected by User through the process provided on the Site (“Products and Services”), solely for User’s own use, and not for the use or benefit of any third party. Products and Services shall include, but not be limited to, the offering of any content on the Site. Datrium may change, suspend or discontinue the Products and Services at any time, including the availability of any feature, database, or content. Datrium may also impose limits on certain features and services or restrict User’s access to parts or all of the Products and Services without notice or liability. Datrium reserves the right, at its discretion, to modify this TOS at any time by posting a notice on the Site, or by sending User a notice via email or postal mail. User shall be responsible for reviewing and becoming familiar with any such modifications. Use of the Products and Services by User following such notification constitutes User’s acceptance of the terms and conditions of this TOS as modified.
User certifies to Datrium that if User is an individual (i.e., not a corporation or other legal entity), User is at least 18 years of age. User also certifies that it is legally permitted to use the Products and Services and access the Site, and takes full responsibility for the selection and use of the Products and Services and access of the Site. This TOS is void to the extent prohibited by law, and the right to access the Site is revoked in such jurisdictions.
User shall be responsible for obtaining and maintaining any equipment or ancillary services needed to connect to, access the Site or otherwise use the Products and Services, including, without limitation, modems, hardware, software, and long distance or local telephone service. User shall be responsible for ensuring that such equipment or ancillary services are compatible with the Products and Services.
2. SITE CONTENT. The Site and its contents are intended solely for the use of Datrium users and may only be used in accordance with the terms of this TOS. All materials displayed or performed on the Site (including, but not limited to text, graphics, news articles, photographs, images, illustrations, audio clips and video clips, also known as the “Content”) are protected by copyright. User shall abide by all copyright notices, information, and restrictions contained in any Content accessed through the Products and Services.
The Site is protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions, and other copyright laws. User may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as provided in this Section of the TOS), create derivative works based on, distribute, perform, display, or in any way exploit, any of the Content, software, materials, or Products and Services in whole or in part.
User may download or copy the Content, and other items displayed on the Site for download, for personal use only, provided that User maintains all copyright and other notices contained in such Content. User shall not store any significant portion of any Content in any form. Copying or storing of any Content for other than personal, noncommercial use is expressly prohibited without prior written permission from Datrium, or from the copyright holder identified in such Content’s copyright notice.
3. RESTRICTIONS. User is responsible for all of its activity in connection with the Products and Services and accessing the Site. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of User’s right to Products and Services or to access the Site. User may not post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any Datrium user.
Use of the Site or Products and Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material including that are deemed threatening or obscene, or engage in any kind of illegal activity is expressly prohibited. User will not run Maillist, Listserv, any form of auto-responder, or “spam” on the Site, or any processes that run or are activated while the User is not logged in.
4. WARRANTY DISCLAIMER. Datrium has no special relationship with or fiduciary duty to User. User acknowledges that Datrium has no control over, and no duty to take any action regarding: which users gains access to the Site; what Content User accesses via the Site; what effects the Content may have on User; how User may interpret or use the Content; or what actions User may take as a result of having been exposed to the Content. User releases Datrium from all liability for User having acquired or not acquired Content through the Site. The Site may contain, or direct User to sites containing, information that some people may find offensive or inappropriate. Datrium makes no representations concerning any content contained in or accessed through the Site, and Datrium will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Site. THE SERVICES, CONTENT, SITE AND ANY SOFTWARE ARE PROVIDED ON AN “AS IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS.
Electronic Communications Privacy Act Notice (18USC 2701-2711): COMPANY MAKES NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITE OR ANY WEB-SITE LINKED TO THE SITE. Datrium will not be liable for the privacy of e-mail addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on Datrium’s equipment, transmitted over networks accessed by the Site, or otherwise connected with User’s use of the Products and Services.
5. REGISTRATION AND SECURITY. As a condition to using Products and Services, User may be required to register with Datrium and select a password and User name (“Datrium User ID”). User shall provide Datrium with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of this TOS, which may result in immediate termination of User’s account. User may not (i) select or use as a Datrium User ID a name of another person with the intent to impersonate that person; or (ii) use as a Datrium User ID a name subject to any rights of a person other than User without appropriate authorization. Datrium reserves the right to refuse registration of, or cancel a Datrium User ID in its discretion. User shall be responsible for maintaining the confidentiality of User’s Datrium password.
6. LIMITATION OF LIABILITY. IN NO EVENT SHALL DATRIUM BE LIABLE WITH RESPECT TO THE SITE OR THE SERVICES (I) FOR ANY AMOUNT IN THE AGGREGATE IN EXCESS OF THE FEES PAID BY USER THEREFOR; OR (II) FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO CERTAIN USERS.
7. FEES AND PAYMENT. Some of the Products and Services may require payment of fees. User shall pay all applicable fees, as described on the Site in connection with such Products and Services selected by User. Datrium reserves the right to change its price list and to institute new charges at any time, upon ten (10) days prior notice to User, which may be sent by email or posted on the Site. Use of the Products and Services by User following such notification constitutes User’s acceptance of any new or increased charges.
8. TERMINATION. Either party may terminate the Products and Services at any time by notifying the other party by any means. Datrium may also terminate or suspend any and all Products and Services and access to the Site immediately, without prior notice or liability, if User breaches any of the terms or conditions of this TOS. Any fees paid hereunder are non-refundable. Upon termination of the User’s account, User’s right to use the Products and Services, access the Site, and any Content will immediately cease. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, license grants, warranty disclaimers, and limitations of liability.
9. MISCELLANEOUS. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. Datrium shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Datrium’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including “line-noise” interference). If any provision of this TOS is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this TOS shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by User except with Datrium’s prior written consent. This Agreement shall be governed by and construed in accordance with the laws of the state of California without regard to the conflict of laws provisions thereof. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this TOS and User does not have any authority of any kind to bind Datrium in any respect whatsoever.