Use of Site
You may only access the Site for your bona fide personal use. You may not use the Site for the purpose of competing with LLamasoft or to assist in the reverse engineering of LLamasoft products or services. You may not commercially exploit the Site or any part of its content (whether by reproduction, retransmission, dissemination, sale, broadcast, circulation, republication, amendment, re-delivery using “framing” or similar technology or otherwise). Any use of any on-line communication features of this Site may only be used for lawful purposes and you may not post or transmit any material which is objectionable (whether harmful, threatening or otherwise); LLamasoft Inc. reserves the right (but without the obligation or any liability) to prohibit or remove any such material.
IN NO EVENT WILL LLAMASOFT OR LLAMASOFT AFFILIATES (AS DEFINED BELOW) BE LIABLE FOR ANY CLAIM OF ANY NATURE, WHETHER DIRECT OR INDIRECT, ARISING FROM OR RELATED TO (I) CONTENT MADE AVAILABLE ON OR THROUGH THE SITE, INCLUDING ERRORS OR OMISSIONS IN SUCH CONTENT, OR (II) LOSS OR DAMAGE INCURRED AS A RESULT OF CONTENT. ANY PRODUCT OR SERVICE MADE AVAILABLE THROUGH THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOUR USE THE SITE IS AT YOUR OWN RISK.
TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, LLAMASOFT AND LLAMASOFT AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. LLAMASOFT MAKES NO WARRANTY THAT: (i) THE SITE WILL BE PROVIDED IN A MANNER THAT IS UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; (ii) THE SITE IS OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (iii) THE SITE WILL MEET YOUR REQUIREMENTS. LLAMASOFT MAKES NO WARRANTIES OF ANY KIND WITH RESPECT TO SOFTWARE, GOODS, OR SERVICES THAT ARE PURCHASED, ACCESSED, OR OBTAINED THROUGH THE SITE, INCLUDING THAT SOFTWARE WILL BE FREE OF CORRUPTIVE CODE. TO THE FULLEST EXTENT PERMITTED UNDER LAW, THE REMEDIES SET FORTH IN THESE TERMS ARE YOUR SOLE AND EXCLUSIVE REMEDIES.
Indemnity and Limitation of Liability
YOU SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS LLAMASOFT, INCLUDING ITS SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, ATTORNEYS, LICENSORS, SUPPLIERS, INFORMATION PROVIDERS, AND AGENTS (COLLECTIVELY “LLAMASOFT AFFILIATES”) FROM AND AGAINST ALL SUITS, LOSSES, ACTIONS, PROCEEDINGS, CLAIMS, LIABILITIES, EXPENSES, DAMAGES AND COSTS, INCLUDING ATTORNEYS’ FEES, RESULTING FROM ANY VIOLATION OF THESE TERMS OR ANY ACTIVITY RELATED TO THE SITE (INCLUDING NEGLIGENT OR WRONGFUL CONDUCT) BY YOU OR BY ANY OTHER PERSON ACCESSING THE SITE AS YOUR INVITEE.
TO THE FULLEST EXTENT PERMITTED UNDER LAW, LLAMASOFT WILL HAVE NO OBLIGATION OR LIABILITY (WHETHER ARISING IN CONTRACT, WARRANTY, TORT, INCLUDING NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE) FOR ANY DIRECT, INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES OR LIABILITIES (INCLUDING ANY LOSS OF DATA, REVENUE OR PROFIT) ARISING WITH RESPECT TO YOUR USE OF THE SITE, EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION APPLIES TO DAMAGES ARISING FROM: (i) USE OR INABILITY TO USE THE SITE; (ii) COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS BY THIRD PARTIES; (iv) THIRD PARTY CONTENT MADE AVAILABLE TO YOU THROUGH THE SITE; OR (v) ANY OTHER MATTER RELATING TO THE SITE. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. In the event that this disclaimer is unenforceable, the total liability of LLamasoft, if any, for losses or damages shall not exceed the fees you paid for yOUR USE OF THE SITE.
Links to other sites
Occasionally, LLamasoft may make available a link to a third party’s web site. These links will let you leave the Site. The linked sites are not under LLamasoft control and LLamasoft is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. LLamasoft is not responsible for webcasting or any other form of transmission received from any linked site. LLamasoft provides the links only as a convenience. LLamasoft does not endorse the site or its use or contents.
LLamasoft may, in its sole discretion, terminate your authorization to use the Site without notice, for any reason whatsoever, including without limitation: (i) conduct that violates these Terms or other policies or guidelines set forth by LLamasoft elsewhere within the Site; or (ii) conduct LLamasoft believes is harmful to other LLamasoft users or the business of LLamasoft. LLamasoft will not be liable to you or any third-party for any termination of your access to the Site.
LLamasoft and you agree that this Agreement shall be interpreted under the laws of the State of Michigan without giving effect to the choice of laws principles thereof, and may not be superseded, amended or modified except by written agreement. Any action or litigation concerning this Agreement shall take place exclusively in the federal or state courts in the Eastern District of Michigan, and the parties expressly consent to the exclusive jurisdiction of, and venue in, such courts and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to such courts. The parties hereby consent to service of process by overnight courier in addition to any method acceptable under the laws of the State of Michigan.
LLamasoft may amend these Terms at any time, for any reason, and without notice, including the right to terminate the Site or any part of the Site. Any amendments or modifications made by LLamasoft will be prospective only.
You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party’s use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.
These Terms constitute the entire agreement between you and LLamasoft governing your use of the Site. In the case of inconsistencies between these Terms and any information included in offline materials (for example, promotional materials and mailers), these Terms will always control.
The failure of LLamasoft to exercise or enforce any Term will not constitute a waiver of such Term. If any Term is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect.
If any part of these Terms is held invalid or unenforceable, that part will be automatically reformed to reflect as nearly as possible the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Terms or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
In the event that any provision of this Agreement is held by a court of competent jurisdiction to be unenforceable because it is invalid or unenforceable, the validity or enforceability of the remaining provisions will not be affected, and the provision so held shall be modified automatically so to be valid or enforceable and to as nearly as possible reflect the intent of the parties.
Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Site or these Terms will be filed within one year after such claim or cause of action arose, or be forever barred.
You can report abuse of these Terms to abuse@LLamasoft.com.
Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to our Designated Agent.
THE FOLLOWING INFORMATION IS PROVIDED EXCLUSIVELY FOR NOTIFYING THE SERVICE PROVIDERS REFERENCED BELOW THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. ALL OTHER INQUIRIES (e.g., REQUESTS FOR TECHNICAL ASSISTANCE OR CUSTOMER SERVICE, REPORTS OF EMAIL ABUSE, AND PIRACY REPORTS), WILL NOT RECEIVE A RESPONSE THROUGH THIS PROCESS.
Written notification must be submitted to the following Designated Agent:
Name of Agent Designated to Receive Notification Of Claimed Infringement: [NAME]
Full Address of Designated Agent to Which Notification Should be Sent: [ADDRESS]
Telephone Number of Designated Agent: [PHONE]
Facsimile Number of Designated Agent: [FAX]
Email Address of Designated Agent: [EMAIL]
To be effective, pursuant to Title 17, United States Code, Section 512(c)(3)(A), the Notification must include the following:
- An electronic or physical signature of the owner or of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that you claim has been infringed, and a description of the infringing activity including of where the material which you claim is infringing is located on the Site sufficient to allow us to locate the material;
- Identification of the location where the original or an authorized copy of the copyrighted work exists, for example the URL of the Site where it is posted or the name of the book in which it has been published, your address, telephone number, and e-mail address;
- A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement by you made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
PLEASE PRINT A COPY OF THIS AGREEMENT FOR YOUR RECORDS.