SALIENT IMAGING WEB SITE - TERMS AND CONDITION OF USE
1. Service Terms
a. Use of Site
Salient grants you a limited revocable license to access this Site provided you do not modify, alter or download (other than page caching) any portion of it. The permission granted to you shall terminate automatically if you breach any of these terms and conditions. Salient reserves the right to modify or remove any materials or products listed on the Site at any time without notice.
You shall be solely responsible for providing, maintaining and ensuring compatibility with the Site including all hardware, software, electrical and other physical requirements for your use of this Site, including, without limitation, telecommunications, internet access connections, web browsers or other equipment, programs and services required to access and use the Site.
a. Prohibited Use of Site
You shall not make any commercial use of this Site or its contents, product listings, or descriptions. You further agree not to download or copy any information for the benefit of any merchant or use any data mining, robots, or similar data gathering and extraction tools. This Site or any portion of this Site may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Salient. You agree not to interfere, disrupt or attempt to gain unauthorized access to this Site or any other computer network. You further agree not to disseminate, store or transmit viruses, Trojan horses or any other malicious code or program or engage in any other activity deemed by Salient to be in conflict with the spirit or intent of this Agreement.
b. Investment Information
The investment, market and financial information, news, analysis, opinions, and research reports as well as reference materials or links to other sites (collectively “Investment Information”), are for general information and education purposes only and are not intended to be relied upon as investment advice. Salient does not guarantee the accuracy, timeliness, completeness or correct sequencing of the Investment Information or warrant any results from your use or reliance on such information. The Investment Information may quickly become unreliable for various reasons including, for example, changes in market conditions or economic circumstances. You should not construe any Investment Information, features, tools or other content available through this Site as legal, tax, investment, financial or other advice. You should consult with an attorney, financial or tax professional, regarding your specific legal, financial or tax situation to determine whether such transaction is appropriate for you based on your individual investment needs and to verify pricing information. The Investment Information available on this Site shall not be considered a solicitation for or offering of any investment in any jurisdiction where such solicitation or offering would be illegal. You alone assume the sole responsibility of evaluating the merits and risks associated with the use of any Investment Information before making any decisions based on such information. In exchange for using this Site, you agree not to hold Salient and its agents, officers, directors, employees, successors, assigns, and affiliates liable for any possible claim for damages arising from any decision you make based on Investment Information made available to you through this Site.
c. Links from and to this Site
You acknowledge and agree that Salient has no responsibility for the accuracy or reliability of information provided by linked sites. Links to external web sites do not constitute an endorsement by Salient of the sponsors of such sites or the content, products, advertising or other materials presented on such sites. The links on this Site may take you to other sites where the trading of securities is possible. You acknowledge and agree that Salient shall not be responsible or liable with regard to any trading which may be conducted on such linked trading sites, non-Salient web sites, and any other web site which may be linked to or from this Site. You acknowledge and agree that you bear responsibility for your own investment research and investment decisions, and that Salient shall not be liable for any decision made or action taken by you or others based upon reliance on information or materials obtained through use of the information or content provided on the linked sites. Information on the web pages that are linked to this Site comes from a variety of sources. Salient does not author, edit, or monitor these unofficial pages or links. You acknowledge and agree that Salient its agents, officers, directors, employees, successors, assigns, and affiliates shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on such external sites or resources.
You agree that from time to time this Site may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which Salient may undertake from time to time; or (iii) causes beyond the control of Salient or which are not reasonably foreseeable.
3. Ownership of Intellectual Property
a. Notice Specific To Software On This Site
Any software ("Software") referred to on this Site is the copyrighted work of Salient. 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"). THE SOFTWARE IS WARRANTED, IF AT ALL, ONLY ACCORDING TO THE TERMS OF THE LICENSE AGREEMENT. EXCEPT AS WARRANTED IN THE LICENSE AGREEMENT, SALIENT PROVIDES ITS SOFTWARE “AS IS” WITHOUT CONDITION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED AND EXPRESSLY DISCLAIMS ANY IMPLIED CONDITIONS OR WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
The following trademarks, service marks and logos (the “Trademarks”) used and displayed on this Site are registered and unregistered Trademarks owned by Salient.
- Salient Imaging®
Under no circumstances may you use or copy any of the Trademarks
Nothing herein should be construed as granting any license or right to use any Trademark displayed on this Site without the express written permission of Salient. All other trademarks and service marks not owned by Salient on this Site are owned by their respective owners. You may not frame or utilize framing techniques to enclose any Trademarks, brand names, logos, or use any meta tags or any other “hidden text” utilizing Salient Trademarks without the express written consent of Salient. Any unauthorized use terminates the permission or license granted by Salient.
c. Copyright Protected Works
All content contained on this Site, including but not limited to, software, images/video, photos, electronic art, animations, graphics, sounds/audio, information, data, communication programs, Internet links, electronic mail services, user interfaces, product listings and descriptions, photographs, executable code, and data formatted, organized, and collected in a variety of forms, including layouts, pages, screens, directories, and databases are copyright protected works owned by Salient. You agree that you will not copy, reproduce, modify, alter, create derivative works from, distribute, or publicly display any content (except for your personal non-commercial use) from the Site without the prior express written permission of Salient.
4. Disclaimer of Warranties
SALIENT IMAGING AND ITS AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, SUCCESSORS, ASSIGNS, AND AFFILIATES PROVIDE THIS SITE AND PRODUCTS OR SERVICES OFFERED ON THIS SITE “AS IS” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED AND EXPRESSLY DISCLAIM ANY IMPLIED CONDITIONS OR WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
SALIENT AND ITS AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, SUCCESSORS, ASSIGNS, AND AFFILIATES DO NOT WARRANT THE OPERATION OF THIS SITE OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THIS SITE OR THAT THE SITE WILL BE UNINTERRUPTED OR ERROR FREE. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, SALIENT DISCLAIMS ALL CONDITIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED CONDITIONS OR WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SALIENT DOES NOT WARRANT THAT THIS SITE, OR ITS SERVERS, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
5. Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL SALIENT ITS AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, SUCCESSORS, ASSIGNS, AND AFFILIATES BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE OR OTHER DAMAGES FOR ANY MATTER ARISING FROM OR RELATING TO THIS AGREEMENT OR THE SERVICES, PRODUCTS, INVESTMENT AND OTHER INFORMATION OFFERED ON THIS SITE, INCLUDING, WITHOUT LIMITATION, YOUR USE OR INABILITY TO USE THE SITE, ANY CHANGES TO OR INACCESSIBILITY OF THE SITE, DELAY, FAILURE, UNAUTHORIZED ACCESS TO OR ALTERATION OF ANY TRANSMISSION OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY TRANSACTION OR AGREEMENT ENTERED INTO THROUGH THE SITE, OR ANY DATA OR MATERIAL FROM A THIRD PERSON ACCESSED ON OR THROUGH THE SITE, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, FUNDAMENTAL BREACH, TORT OR OTHERWISE. SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THUS, THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU.
You shall indemnify, hold harmless and defend Salient, its agents, officers, directors, employees, successors, assigns, and affiliates, from and against any action, cause, claim, damage, debt, demand or liability, including reasonable costs and attorney’s fees, asserted by any person, arising out of or relating to: (a) this Agreement; (b) your use of this Site, including any data or work transmitted or received by you; and (c) any prohibited use of the Site as set forth in Section 2 (a) or elsewhere in this Agreement.
This Agreement is effective upon your acceptance as set forth herein and shall continue in full force until terminated. Salient reserves the right, in its sole discretion and without notice, at any time and for any reason, to: (a) remove or disable access to all or any portion of the Site; (b) suspend your access to or use of all or any portion of the Site; and (c) terminate this Agreement.
Salient shall have the right, at any time and without notice, to add to or modify the terms of this Agreement. Your access to or use of the Site after the date such amended terms are posted on the Site shall be deemed to constitute acceptance of such amended terms.
No waiver of any term, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision or condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver.
If any provision of this Agreement is determined to be illegal or unenforceable, then such provision will be enforced to the maximum extent possible and the other provisions will remain fully effective and enforceable.
All notices shall be in writing and shall be deemed to be delivered when sent by first-class mail, postage prepaid, or when sent by facsimile or e-mail to either parties’ last known post office, facsimile or e-mail address, respectively. User hereby consents to notice by email. All notices shall be directed to the parties at the respective addresses given above or to such other address as either party may, from time to time, provide to the other party.
This Agreement is made in and shall be governed by the laws of the Province of New York without reference to conflicts of laws.
All actions, claims or disputes arising under or relating to this Agreement shall be brought in the courts in New York. The parties irrevocably submit and consent to the exercise of subject matter jurisdiction and personal jurisdiction over each of the parties by the courts in New York. The parties hereby irrevocably waive any and all objections which any party may now or hereafter have to the exercise of personal and subject matter jurisdiction by the courts in New York and to the laying of venue of any such suit, action or proceeding brought in any such court.
The parties irrevocably submit and consent, and irrevocably waive any and all objections which any party may now or hereafter have, to process being served in any such suit, action or proceeding referred to in the preceding subsection pursuant to the rules of the applicable court, including, without limitation, service by certified or registered mail, return receipt requested. No provision of this section shall affect the right of any party to serve process in any manner permitted by law or limit the right of any party to bring suits, actions or proceedings to enforce in any lawful manner a judgment issued by the courts of the State of New York.
h. Attorney’s Fees
If any action in law or in equity is necessary to enforce the terms of this Agreement, the prevailing party will be entitled to reasonable fees of attorneys, accountants, and other professionals, and costs and expenses in addition to any other relief to which such prevailing party may be entitled.
The captions and headings of this Agreement are included for ease of reference only and will be disregarded in interpreting or construing this Agreement.
j. Force Majeure
If the performance of any part of this Agreement by either party is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, judicial or governmental action, labor disputes, act of God or any other causes beyond the reasonable control of either party, that party shall be excused from such to the extent that it is prevented, hindered or delayed by such causes.
The terms and provisions of Sections 2, 3, 4, 5, 6, and 7 shall survive any termination or expiration of this Agreement.
l. Entire Agreement
This Agreement constitutes the complete and exclusive statement of the agreement between the parties with respect to the use of this Site supersedes any and all prior or contemporaneous communications, representations, statements and understandings, whether oral or written, between the parties concerning this Agreement.