Please read these terms carefully. By accessing and using any part of the Atrato, Inc. (f/k/a Sherwood Information Partners, Inc.) website (the “Website”), you indicate that you agree to each of the terms set forth below (the “Terms of Use”). IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE WEBSITE.
INTELLECTUAL PROPERTY
All materials, content, information, trademarks, service marks and trade dress on the Website, as well as the organization and display of the content and all software and inventions used on and in connection with the Website, including graphics, images, logos, page headers, button icons and scripts (collectively, the “Materials”) are the sole and exclusive property of Atrato, Inc. and/or the entities that control, are controlled by or are affiliated with Atrato, Inc. (collectively known as “Atrato”), and are protected by U.S. and/or foreign copyright laws. The Materials are provided for personal, non-commercial and non-public use only. Atrato reserves complete title and full intellectual property rights in the Materials. You acknowledge that you do not acquire any ownership rights to the Materials, whether as a result of using of the Website, downloading such Materials or otherwise. Except as expressly permitted herein, you may not use, download, post, display, publish, reproduce, copy, distribute, prepare derivative works, transmit, sell, transfer or otherwise use the Materials. You may not provide a hyperlink to any mark, logo or other proprietary graphic or trademark without Atrato’s express written permission. You may not use the Materials (1) in any manner that is likely to cause confusion among customers, (2) in any manner that disparages or discredits Atrato or (3) in connection with any service or product that is not sponsored, endorsed or produced by Atrato. Any unauthorized or impermissible use terminates all authorization and licenses granted by Atrato.
RIGHT TO USE YOUR INFORMATION
By submitting information on the Website, you grant Atrato a nonexclusive, royalty-free, perpetual, irrevocable and licensable right to reproduce, use, modify, publish, adapt, translate, create derivative works from, distribute and display your information throughout the world in any media. By submitting such information, you also represent and warrant that the information is accurate, that you own or have permission to use and disclosure the information, and that our use of the information will not cause injury to any person or entity.
PROHIBITED CONDUCT
You may not use the Website for any illegal or improper purpose. You may not attempt to gain unauthorized access to the information or services on the Website or in other users’ accounts through hacking, password mining or any other means. You agree not to take any action that might compromise the security of the Website, render the Website inaccessible to others or otherwise cause damage to the Website or the Materials. You may not submit comments or provide other information if such information is obscene, illegal, threatening, or defamatory or invades the privacy or infringes the intellectual property of a third party. You may not submit any information that contains software viruses, mass mailings, chain letters, “pfishing” practices or any form of “spam.” You may not use a false e-mail address, impersonate any person or entity or otherwise mislead as to the origin of the information. We reserve the right to remove any such information from the Website that violates these Terms of Use.
THIRD PARTY WEBSITES AND INFORMATION
The Website may provide hyperlinks to third party websites or access to third party content. These links are provided for your convenience only. Atrato does not control, endorse or guarantee the content found in these sites. You agree that Atrato is not responsible for any content, associated links, resources or services associated with a third party site. You further agree that Atrato shall not be liable for any loss or damage of any sort associated with your use of third party content.
DOWNLOADING FILES
Atrato cannot and does not guarantee or warrant that files available for downloading through the Website will be free of infection by software viruses or other harmful computer code, files or programs.
SOFTWARE
Any software available for download via the Website is the copyrighted work of Atrato and/or its licensors. Use of such software is governed by the terms of the end user license agreement that accompanies or is included with the software. Downloading, installing, and/or using any such software indicates your acceptance of the terms of the end user license agreement.
DISCLAIMER OF WARRANTIES
YOU ACKNOWLEDGE THAT NEITHER ATRATO NOR ITS LICENSORS MAKE ANY REPRESENTATIONS ABOUT THE SUITABILITY, ACCURACY OR COMPLETENESS OF THE MATERIALS AND INFORMATION PROVIDED ON THIS WEBSITE. ALL CONTENT, SERVICES, PRODUCTS AND SOFTWARE PROVIDED ON THIS WEBSITE ARE PROVIDED “AS IS.” ATRATO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT WITH REGARD TO THE WEBSITE, THE CONTENT, AND ANY PRODUCT OR SERVICE FURNISHED OR TO BE FURNISHED VIA THE WEBSITE. ATRATO MAKES NO REPRESENTATIONS OR WARRANTIES IN CONNECTION WITH OPERATION OF THE SITE OR THE AVAILABILITY OF UNINTERRUPTED ACCESS TO THE WEBSITE.
LIMITATION OF LIABILITY
IN NO EVENT SHALL ATRATO BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES, ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, ARISING OUT OF (1) THE USE OF OR INABILITY TO USE THE WEBSITE, THE SERVICES PROVIDED BY ATRATO OR THE MATERIALS; (2) ANY TRANSACTION CONDUCTED THROUGH OR FACILITATED BY THE WEBSITE; (3) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE WEBSITE AND/OR THE MATERIALS; (4) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (5) ANY OTHER MATTER RELATING TO THE WEBSITE OR THE CONTENT, EVEN IF ATRATO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CERTAIN STATE LAWS DO NOT ALLOW THE LIMITATION OF IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF 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.
INDEMNITY
You agree to defend, indemnify and hold harmless Atrato, its parent companies, subsidiaries, affiliated companies, joint venturers, business partners, licensors, employees, agents, and any third-party information providers from and against all claims, losses, expenses, damages and costs (including, but not limited to, direct, incidental, consequential, exemplary and indirect damages), and reasonable attorneys’ fees, resulting from or arising out of your use, misuse or inability to use the Website or the Materials or any hyperlinked website, or any violation by you of these Terms of Use.
CHANGES TO TERMS AND CONDITIONS
We reserve the right, at our sole discretion, to modify these Terms of Use at any time. Changes in these Terms of Use are effective when posted. Your continued use of the Website after any changes to these Terms of Use are posted will be considered acceptance of those changes.
APPLICABLE LAWS
All matters relating to your access to and use of the Website shall be governed by the laws of the State of Delaware without regard to conflicts of law principles. Any legal action or proceeding relating to your access to or use of the Website shall be instituted in a state or federal court in the jurisdiction in which the specific website you are viewing is hosted. If there is a determination that any provision of these Terms of Use is invalid or unenforceable, that determination will not affect the rest of the Terms of Use and the Terms of Use shall be deemed amended to the minimum extent necessary to make them valid and enforceable.
