Melior Technologies

Melior Terms Of Use

1. GENERAL TERMS OF USE

1.1 These terms of use constitute the agreement ("Agreement") between Melior Technologies, Inc. (the "Company") and you as a user who accesses or establishes a connection ("user," "you," or "your") to the this Web Site (the "Site").

1.2 If you do not agree to the provisions of this Agreement or are not satisfied with this Agreement, your sole and exclusive remedy is to discontinue your use of this Site.

2. CONTENT OF THIS SITE

2.1 The Site and all intellectual property rights included in or related to the Site (including but not limited to copyrights, trademarks and service marks), are owned or licensed by the Company, and all right, title and interest in the Site and the intellectual property rights remain the property of the Company (or the property of the respective licensors). Certain content may be licensed from third parties and all such third party content and all intellectual property rights related to the content belong to the respective third parties. You may not, and this Agreement does not give you permission to, reproduce, reverse engineer, decompile, disassemble, modify or create derivative works with respect to the Site. You may not remove any copyright, trademark or other intellectual property or proprietary notice or legend contained on the Site or its content.

2.2 You may search, retrieve, view, download, and print content provided on this Site for your personal use (but not for third parties), and shall make no other use of such content, without the express written permission of the Company. You agree that you do not acquire any ownership rights in any such content that you use. Any other use of the information in this Site is expressly prohibited.

3. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

THE COMPANY MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED FOR ANY PURPOSE. ALL SUCH DOCUMENTS AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF INFORMATION AVAILABLE FROM THIS SITE. FURTHERMORE, IN NO EVENT SHALL THE COMPANY'S TOTAL CUMULATIVE LIABILITY UNDER THIS AGREEMENT EXCEED $500.

4. INDEMNIFICATION

The Company reserves the right to report any wrongdoing, if and when we become aware of it, to any applicable government agencies. To the maximum extent permitted by applicable law, you will defend, indemnify and hold harmless the Company from and against all claims, liability, and expenses arising out of your use of the Site, your breach of any provision of this Agreement and/or any intentional wrongdoing by you. The Company reserves the right, in his sole discretion and at your own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You will cooperate as fully as reasonably required in the defense of any claim.

5. LINKS TO THIRD PARTY SITES

The Company is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to the information contained in such sites. The Company provides the linked sites only as a convenience and such links should not be construed as an endorsement, sponsorship or other relationship between the Company and the linked site. Linking to any other sites and using the content therein is entirely at your own risk.

Unless you have a written agreement in effect with the Company which states otherwise, you may only provide a hypertext link to the Site on another Web site, if you comply with all of the following: (a) the link must be a text-only link clearly marked "Melior" or "www.melior.com"; (b) the link must "point" to the URL "http://www.melior.com" and not to other pages within the Site; (c) the link, when activated by a user, must display the Site full-screen and not within a "frame" on the linking Web site; (d) the appearance, position and other aspects of the link must not be such as to damage or dilute the goodwill associated with the Company's name and trademarks or create the false appearance that the Company is associated with or sponsor the linking Web site; and (e) you must promptly notify the Company of the existence of the link and the location of the Web site containing the link. The Company reserves the right to revoke its consent to any link at any time in its sole discretion.

6. USER INPUT

Any communication or feedback with regard to contents on this Site transmitted by a user via electronic mail or otherwise, including any data, questions, or comments regarding the content of any information contained on this Site, shall be deemed to be non-confidential and the Company shall have no obligation of any kind with respect to such information.

7. COMPLETE AGREEMENT

You agree the Terms of Use on this Site represent the entire understanding relating to the use of the Site and prevail over any prior or contemporaneous, conflicting or additional communications. You also agree that the Company can revise these Terms of Use at any time without notice by updating this page, and you will consider any new Terms of Use as a complete agreement.

8. CHANGE OF TERMS OF USE

The Company in its sole discretion, may change any or all of the provisions of this Agreement at any time. Any changes to this Agreement will be effective immediately upon your use of this Site. Your use of this Site after any changes to this Agreement have been made will be deemed your acceptance of the changes. You agree it is your sole responsibility to periodically check these terms of use for changes.

9. DISCLAIMER

The Disclaimer page on this Site is expressly incorporated herein by reference into and made a part of this Agreement.

10. PRIVACY POLICY

The Privacy Policy page on this Site is expressly incorporated herein by reference into and made a part of this Agreement. The Company may also amend the Privacy Policy from time to time. Unfortunately, the Company cannot insure that all personal information will never be disclosed in ways not otherwise described in the Privacy Policy. The Company may be required by law to disclose information to government authorities, law enforcement or to third parties upon subpoena, and you authorize the Company to disclose information as we believe, in the Company's sole discretion, is necessary or appropriate.

11. COPYRIGHTS AND TRADEMARKS

The Copyrights and Trademarks page on this Site is expressly incorporated herein by reference into and made a part of this Agreement.

12. UPDATES TO SITE CONTENT

To the extent any topics are discussed on the Site, they are provided as general educational information only, which may or may not reflect the most current industry developments. The content at this Site may not be updated to reflect current developments by the Company or other current industry developments. The Company is under no obligation to update any of the content on this Site.

13. SITE CONTENT

You will use the Site and any content, material, or information found on the Site solely for lawful purposes. You shall not upload to, distribute to, or otherwise disseminate through the Site any material or information of any kind that is libelous, defamatory, obscene, pornographic, abusive, or otherwise violates any law or infringes or violates any rights of any other person or entity (including copyright, trademark, other proprietary rights, rights of publicity or privacy). The Company shall have the right, but not the obligation, to remove any user posting that the Company deems inappropriate or in response to complaints of defamation, infringement, obscenity, or violation of any third party rights.

We reserve the right, at any time and without notice, to add, change, update or modify the content of this Site, simply by posting such change, update or modification on the Site. Any such change, update or modification will be effective immediately upon posting on the site. We will not notify you of any change, update or modification. It is up to you to periodically check the Site.

14. SYSTEM INTEGRITY

You may not use any device, software or routine, including but not limited to any viruses, trojan horses, worms, time bombs, denial-of-service attacks, other malicious code or repeated "hacks" or "attacks" on Web server(s), intended to damage or interfere with the proper working of the Site or to surreptitiously intercept or expropriate any system, data or personal information from the Site. You may not take any action which imposes an unreasonable or disproportionately large load on the Site's infrastructure, including but not limited to denial of service attacks, "spam" or any other such unsolicited overload technique.

15. STATE SPECIFIC NOTICES

Pursuant to California Civil Code Section 1789.3 and California Business and Professions Code Section 17538, residents of California are hereby advised of the following:

Melior Technologies, Inc., located at One Embarcadero Center, Suite 500, San Francisco, CA 94111, is the provider of the electronic commercial service on this site. Currently there are no charges to the user imposed by the Company for use of this Site.

16. NO AGENCY

The Site is only a site providing information about the Company and its products and services. No agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement between you and the Company. This Agreement is an agreement between you and the Company is not intended to be for the benefit of any third party.

17. LAW GOVERNING PERFORMANCE AND DISPUTES

This Agreement, and any disputes arising under it shall be governed exclusively by the internal substantive laws of the United States of America and the State of California, without giving effect to its conflict of laws principles. Any controversy or claim brought by you against the Company arising out of or relating to this Agreement or the Site will be brought by you exclusively in the Courts of the State of California or the United States District Court for the Northern District of California and you expressly consent to the exclusive forum, jurisdiction, and venue of such courts.

18. OTHER GENERAL PROVISIONS

If any provision(s) of this Agreement are or become illegal or unenforceable in whole or in part, for any reason whatsoever, the remaining provisions will nevertheless be deemed valid, binding and subsisting, and any invalid or unenforceable provision(s) will be deemed modified to the least extent possible so as to make them valid and enforceable and so as to give the maximum effect allowable by law to the parties' original intent as expressed by the terms of this Agreement. Headings are for reference purposes only. The Company's failure to act with respect to a breach by you or others does not waive the Company's right to act with respect to subsequent or similar breaches. This Agreement, and all writings and Web pages incorporated by reference into this Agreement, set forth the entire understanding and agreement between you and the Company with respect to the subject matter hereof.