Date Revised September 22, 2013
THIS WEB SITE (THE "SITE") AND ALL MATERIALS IN THIS SITE ARE PROVIDED "AS IS" AND ALL USE IS AT YOUR OWN RISK. NINEX LLC ("NINEX") DISCLAIMS, AND YOU HEREBY WAIVE, ANY AND ALL WARRANTIES AND LIABILITIES OF NINEX, WHETHER EXPRESS OR IMPLIED, ARISING BY OPERATION OF LAW OR OTHERWISE, WITH RESPECT TO THIS SITE AND ANY MATERIALS IN THIS SITE, INCLUDING, BUT NOT LIMITED TO ANY: (A) IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; (B) IMPLIED WARRANTY OF NON-INFRINGEMENT; AND (C) CLAIM IN TORT (INCLUDING NEGLIGENCE). WITHOUT LIMITING THE FOREGOING, YOU ACKNOWLEDGE THAT NINEX DOES NOT REPRESENT OR WARRANT THAT THIS SITE WILL BE ACCESSIBLE WITHOUT INTERRUPTION OR THAT THIS SITE, ANY MATERIALS IN THIS SITE, OR THE SERVER THAT MAKES THIS SITE AVAILABLE ARE FREE FROM ERRORS, DEFECTS, DESIGN FLAWS OR OMISSIONS OR FROM VIRUSES OR OTHER HARMFUL COMPONENTS.
Limitation of Liability
In no event will Ninex be liable, whether in contract, warranty, tort (including negligence (whether active, passive or imputed), product liability, strict liability or other theory, to you or any other person for any damages (including, without limitation, any indirect, incidental, special or consequential damages) arising out or in connection with of any use of, inability to use or results of use of this site or any materials in this site, even if Ninex or its representative has been advised of the possibility of such damages.
Use of the Site
You may only use this site and any materials found in this site (including, but not limited to, any images, logos, designs, insignia, marks, pictures, sounds, text, messages, tools, software, technology, products, files, information, data, demos, promotional materials, audiovisual and multimedia works and any other items or expressions) (collectively, "Materials") in accordance with the terms and conditions of this agreement, and you agree to comply with said terms and conditions at all times. Without limiting the foregoing, you may not copy, republish, upload, download, post, transmit or distribute any materials except as specifically provided herein.
Subject to the terms and conditions of this agreement, Ninex grants you a non-exclusive, non-transferable license, for the duration of your next session of using the Site, to: (i) download to one (1) computer, solely for your personal use, one (1) copy of any materials available on this Site; and (ii) upload materials to designated areas of this Site.
Ninex reserves all rights in and to the materials not expressly granted above. Without limiting the foregoing, you may not: (i) use or transmit any materials on or to any other web site or network; (ii) modify, translate, reverse engineer, decompile, disassemble or create derivative works based on any materials; (iii) reproduce any materials other than as specified above; (iv) distribute, license, rent, sell, lease or otherwise transfer any materials; or (v) remove, obscure or alter any notice of copyright or other proprietary notices present on or in any materials.
You represent, warrant and covenant that: (i) you will comply with all applicable laws, regulations and orders of any governmental authority in your use of this site and the materials (including, without limitation, all export control laws, regulations, and orders); (ii) you are not located in, under the control of, or a national or resident of any country to which export of any materials is prohibited by U.S. law, regulation or order; and (iii) you will not upload or otherwise transmit to this site any software or other materials that: (a) contain any viruses or other harmful code; (b) violate, misappropriate or infringe any patent, copyright, trademark, trade name, trade dress, trade secret, right of publicity, right of privacy, moral right, right of attribution or integrity or any other intellectual property right or proprietary right (collectively, "proprietary rights") of any person or entity; or (c) contain any material that is libelous, defamatory or portrays any person in a false light.
All right, title and interest in and to this site, the materials and all associated proprietary rights is owned by Ninex or its licensors, and no ownership of any of the foregoing items is transferred to you by virtue of this agreement or Ninex's permitting you to use the site.
Ninex welcomes your comments, feedback and input regarding Ninex through this site.
No failure or forbearance on Ninex's part to exercise its rights or insist upon performance of your obligations hereunder is to be construed as a waiver or relinquishment of those or any other rights or obligations in that or any other instance; rather, the same shall remain in full force and effect.
If any provision of this agreement is deemed unlawful, void, or for any reason unenforceable, such provision shall be narrowed in scope or otherwise amended to the extent necessary to make such provision lawful, valid and enforceable while as nearly as possible reflecting the intent of the parties as expressed in this agreement, or, if such amendment is impossible, severed from this agreement. No amendment or severing of any provision of this agreement shall affect the validity or enforceability of any remaining provisions.
This agreement shall be governed by and construed in accordance with the laws of the State of Texas, United States of America, without reference to its choice of law rules. The provisions of the U.N. conventions on contracts for the International sale of goods shall not apply. You hereby submit to the exclusive jurisdiction of the federal and state courts located at Williamson County, Texas with respect to any claim or suit arising out of or in connection with this agreement, this site or any materials, and agree not to commence or prosecute any such claim or suit except in the aforementioned courts.
This agreement constitutes the entire agreement between you and Ninex relating to the subject matter hereof and may not be modified except in a writing signed by Ninex.