3H CORPORATE SERVICES, LLC
WEBSITE USER AGREEMENT
1. Acceptance of Terms
In consideration of 3H Corporate Services, LLC and their respective affiliates and subsidiaries (collectively, "We," "Us," "Our," "3H") providing You limited rights of use and access to the Internet website ("Site") or online service where this Website User Agreement (the "Agreement") is posted and any of the products or services available on the Site (the "Services"), You agree to the terms and conditions set forth in this Website User Agreement. This Agreement is in addition to, and does not nullify, any other agreement between You and Us. You agree to abide by all rules or restrictions that are posted on the Site. For the purposes of this Agreement, 3H Corporate Services, LLC and their respective affiliates and subsidiaries
PLEASE NOTE THAT EACH TIME YOU USE THE SITE, YOUR USE INDICATES YOUR FULL ACCEPTANCE OF AND AGREEMENT TO ABIDE BY THIS AGREEMENT IN ITS THEN CURRENT ITERATION. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS STATED IN THIS AGREEMENT, PLEASE DO NOT USE THE SITE.
3H considers Your privacy paramount. However, 3H cannot and shall not bear any responsibility or liability with respect to the issue of privacy for any third-party links accessed as a result of the use of the 3H Website.
3H’s Website may contain links to other websites that are not directly affiliated with 3H’s business practices or privacy practices. 3H is not responsible for the content or the privacy practices of non-affiliated websites.
3. Suspension or Termination of Your Use
Your failure to follow the requirements of this Agreement may result in suspension or termination of Your access to the Site and its Services, without notice, in addition to other remedies. 3H further reserves the right to terminate, without notice and in its sole discretion, any user’s access to or use of the Site for any reason.
4. Ownership of the Site and Site Information; Intellectual Property Rights
The Site is expressly owned and operated by 3H. Unless otherwise noted, the design and content features on the Site, including without limitation, information and other materials, illustrations, product layout and design, icons, navigational buttons, images, artwork, graphics, photography, text, data, audio sound, and software, as well as the selection, assembly and arrangement thereof (collectively, the “Site Information”), are owned by 3H or its affiliates or are licensed from third-party service providers by 3H. The Site, as a whole and in part, is protected by copyright, trademark, service mark, trade name, and other intellectual property and proprietary rights, and all other applicable rights are reserved.
Unless otherwise provided through any other applicable terms and conditions to which You agree, no portion of the Site or Site Information including any files, images incorporated in or generated by software may be reprinted, republished, modified, or distributed in any form without Our express
written permission. You may not, and this Agreement does not give You permission to, reproduce, reverse engineer, decompile, disassemble, modify, transmit, sell, distribute, license or create derivative works with respect to the Site or any of the Site Information.
Certain Site Information may be licensed from third parties and all such third party Site Information and all intellectual property and proprietary rights related to such third party Site Information belong to the respective third parties. You may not remove any copyright, trademark or other intellectual property or proprietary notice or legend contained on the Site or the Site Information and You must retain all copyright, trademark, service mark and other proprietary notices contained on the Site or in the original Site Information on any authorized copy You make of the Site or the Site Information.
You agree not to sell or modify the Site or the Site Information or reproduce, display, publicly perform, distribute, or otherwise use the Site or the Site Information in any way for any public or commercial purpose in any other manner that is likely to cause confusion among consumers, that disparages or discredits Us or Our licensors, that dilutes the strength of Our property or Our licensor’s property, or that otherwise infringes on Our or Our licensor’s intellectual property rights. You further agree to in no other way misuse the Site or the Site Information.
Unless otherwise provided through any other applicable terms and conditions to which You agree, any code that We create to generate or display any Site Information or the pages making up the Site is also protected by Our copyright and other applicable intellectual property or proprietary rights and You may not copy or adapt such code. We reserve any rights not expressly granted by this Agreement or any applicable end-user license agreements.
5. Site Information is Provided As Is; Use of Site
The Site and the Site Information are provided “as is” with all faults. You use the Site and the Site Information, as authorized herein, at Your own risk. The Site or Site Information may contain errors, omissions, or typographical errors or may be out of date. The Site or Site Information may change, delete or be updated at any time and without prior notice.
You understand that We cannot and do not guarantee or warrant that files, if any, available for downloading from the Site will be free of infection or viruses, worms, Trojan horses, time bombs, cancelbots or any other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
6. Eligibility to Use the Site and the Services
The Site and the Services Provided through the Site are intended for users of sufficient legal age to enter into an agreement. To register for any Services offered on the Site, You must be 18 years of age or older.
7. Accurate Information; Registration and Passwords
In consideration of Your use of the Site, You agree to: (a) provide true, accurate, current and complete information as prompted on the Site; and (b) maintain and update such information to keep it true, accurate, current and complete. If You provide any information that is untrue, inaccurate, not current or incomplete, or We have reasonable grounds to suspect that such information is untrue, inaccurate, not
current or incomplete, We may suspend or terminate Your use of the Services and/or the Site and/or decline to permit Your continued use of the Site and/or the Services and future access to the Site.
You may need a username and password to use certain features of the Site. By selecting a user name, You agree that You will not (i) select or use a name or e-mail address of another person with the intent to impersonate that person; (ii) use a name or e-mail address subject to the rights of any person without authorization; (iii) use a name in violation of the intellectual property rights of any person; or (iv) use a name that We, in Our sole discretion, deem inappropriate or offensive. You are responsible for maintaining the confidentiality of Your password and account, and are responsible for all activities (whether by You or by others) that occur under Your password or account. You will notify Us immediately of any unauthorized use of Your password or account or any other breach of security. We assume no liability for any loss or damage arising from any unauthorized use of Your password or account by a third party.
8. Acceptable and Lawful Use of Site
The Site shall be governed exclusively by the terms of this Agreement. Your right to use the Site is personal to You and is not transferable to any other person or entity. You shall not share with any other third party any of the information you obtain from your use of the 3H Site. You shall at all times comply with all applicable laws, rules, and regulations with respect to your use of the Site. You shall not use the Site to infringe, misappropriate or violate any rights of 3H and/or its affiliates.
3H grants You a non-exclusive and non-transferable license to: (1) use the Site as provided herein, until this Agreement is terminated; (2) access, load, store and operate the Site with browser software; and (3) display, download and print portions of the Site for compliance management purposes, subject to the limitations in this Agreement. No other rights other than those outlined above and conferred upon You.
9. No Endorsement of Links to Other Web Sites
Any links to other websites are provided as a convenience to You. This Site and/or affiliated entity advertising or promotional materials may provide links or references to other websites but We have not reviewed all of these other websites, have no responsibility for the content of such other websites and shall not be liable for any damages or injury arising from the content from these other websites. You understand that, except for information, products or services clearly identified as being supplied by Us, We do not operate, control or endorse any information, products or services on the Internet in any way. We do not endorse or make any representations about these other websites, or any information or other products or materials found on these other websites, or any results that may be obtained from using these other websites. If You decide to access any of these other websites linked to this Site, You do so entirely at Your own risk.
You agree to indemnify, defend and hold Us and Our affiliates, controlling persons, members and Administrator from and against any and all claims, demands, actions, costs, liabilities, losses and damages of any kind (including attorney’s fees) resulting from (i) Your use, misuse or abuse of the Site or the Site Information, or (ii) Your breach of any provision of this Agreement. You will cooperate as fully as reasonably required in Our defense of any claim. We reserve the right, at Our own expense, to assume
the exclusive defense and control of any matter otherwise subject to indemnification by You, and You shall not in any event settle any matter without Our prior written consent.
11. Disclaimer of Warranty and Limitation of Liability
YOU ACKNOWLEDGE THAT YOU ARE USING THE SITE AND THE SERVICES AT YOUR OWN RISK. THE SITE, THE SITE INFORMATION AND THE SERVICES ARE PROVIDED “AS IS,” AND TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, 3H, ITS AFFILIATES, ITS SUBSIDIARIES, AND ITS THIRD-PARTY SERVICE PROVIDERS HEREBY EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF ACCURACY, COMPLETENESS OR RELIABILITY, TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR ANY OTHER WARRANTY, CONDITION, GUARANTEE OR REPRESENTATION, WHETHER ORAL, IN WRITING OR IN ELECTRONIC FORM. 3H, ITS AFFILIATES, ITS SUBSIDIARIES, AND ITS THIRD PARTY SERVICE PROVIDERS DO NOT REPRESENT OR WARRANT THAT ACCESS TO THE SITE, THE SITE INFORMATION OR THE SERVICES WILL BE UNINTERRUPTED OR THAT THERE WILL BE NO FAILURES, ERRORS OR OMISSIONS, OR LOSS OR SECURITY BREACH OF TRANSMITTED INFORMATION, OR THAT NO VIRUSES WILL BE TRANSMITTED THROUGH ACCESS TO OR USE OF SITE.
3H, ITS AFFILIATES, ITS SUBSIDIARIES, AND ITS THIRD-PARTY SERVICE PROVIDERS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTIES FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THIS AGREEMENT, THE PROVISION OF SERVICES HEREUNDER, THE SALE OR PURCHASE OF ANY PRODUCTS, MERCHANDISE AND/OR SERVICES ORDERED THROUGH SITE, YOUR ACCESS TO OR INABILITY TO ACCESS THE SITE OR ITS SERVICES OR THE SITE INFORMATION, INCLUDING FOR VIRUSES ALLEGED TO HAVE BEEN OBTAINED FROM THE SERVICES, YOUR USE OF OR RELIANCE ON THE SERVICES, THE SITE INFORMATION OR MATERIALS AVAILABLE THROUGH THIRD-PARTY SITES LINKED TO SITE, REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU HEREBY AGREE TO RELEASE 3H, ITS AFFILIATES, ITS SUBSIDIARIES AND THIRD-PARTY SERVICE PROVIDERS, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED (COLLECTIVELY, “CLAIMS”), ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THIS SITE AND ITS SERVICES OR THE SITE INFORMATION.
12. The Security of the Site
We maintain commercially reasonable physical, electronic, and procedural safeguards and personnel policies that are designed to guard the Site, Our systems and Our customers’ personal information. For example, for the security of Your online visit to the Site, We may make use of firewall barriers, encryption techniques and/or authentication procedures. Unfortunately, no data transmission over the Internet can be guaranteed to be absolutely secure. As a result, while We strive to protect Your personal information, We cannot ensure or warrant the security of any Content You transmit to Us, and You do so at Your own risk. In the event of a breach of the confidentiality or security of Your personal information, We will notify You as necessary so You can take appropriate protective steps. Unless You indicate otherwise, We may notify You under such circumstances using the email address You provided to Us when You registered with the Site.
13. Electronic Communications
When You visit the Site or send emails to Us, You are communicating with Us electronically. You consent to receive communications from Us electronically. We will communicate with You by email or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that We provide to You electronically satisfy any legal requirement that such communications be in writing.
14. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of Delaware without reference to its choice of law rules.
15. Choice of Forum
The Parties agree the venue (i.e. location) for the resolution of any dispute or controversy between the Parties shall be instituted only in the courts of the Delaware sitting in the Kent County or the United States District Court sitting in Dover, DE. Each of the Parties hereby waives any objection that it may have to the laying of venue of any such suit, action or proceeding and irrevocably submits to the exclusive jurisdiction of such courts in any suit action or proceeding.
In the event that one or more portions of this Agreement shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such validity, illegality or unenforceability shall not affect any other provision contained in this Agreement.
The headings used throughout this Agreement are solely for the convenience of reference and are not to be used as an aid in the interpretation of this Agreement.
18. No Waiver
Any delay or failure by You or Us, at any time or times, to require performance of any provision of this Agreement shall in no manner affect Your or Our right at a later time to enforce such provision. No delay or failure of You or Us in exercising any right hereunder shall constitute a waiver of such right or any other rights hereunder.
19. Entire Agreement, Updates and Modifications
This Agreement and any documents expressly incorporated by reference constitute the entire agreement between Us and You pertaining to the subject matter hereof. In Our sole discretion, We may unilaterally amend or modify this Agreement or any other documents referenced herein at any time by posting on the Site. The date of the most recent revision will appear at the top of this page. If We have an e-mail contact for You and the changes to the Agreement are material, We may notify You of such changes by sending You an e-mail to the address You have provided to Us. We encourage You to review this Agreement periodically for any updates or changes. Any amended or modified terms will be effective upon posting or at the time set forth in an e-mail notice to You. Continued use of the Site constitutes acceptance of any modified terms and conditions.
3H also reserves the right to post, from time to time, additional rules of usage that apply to specific parts of the Site, which may be posted in the relevant parts of the Site, and will be identified clearly and conspicuously. Your continued use of the Site constitutes Your agreement to comply with these additional rules.
You may not assign Your rights or delegate Your responsibilities hereunder without Our express written permission. We may, at any time, assign Our rights or delegate Our obligations hereunder without notice to You.
21. Third Party Beneficiary Rights
Only those parties identified in Section 1 of this Agreement shall have the right to enforce this Agreement’s terms. Under no circumstances, will such enforcement rights extend to persons who are not a party to this Agreement.
If You have any questions about this Agreement, contact Us at firstname.lastname@example.org.