PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS WEBSITE. These Terms and Conditions of Use (these “Terms”) are intended to constitute a binding agreement that conditions your use of the websites of Valicor US LLC (together with its subsidiaries and affiliates ((our “Affiliates”)), “VUS”, “we”, “us” or “our”) including ValicorUS.Com and any other website, or digital services through which these Terms appear (collectively, the “Sites”).
Use of the Sites. By access and using the Sites you acknowledge and agree that you have read these Terms and agree to be bound by them without limitation or qualification. If you do not agree to these Terms, do not access or use the Sites. Our Privacy Policy constitutes part of these Terms and is hereby incorporated by reference. We reserve the right, in our sole and absolute discretion, to change these Terms at any time and from time to time and without prior notice upon our posting of the revised Terms, and your use of the Sites following such revisions constitute your acknowledgement and agreement to the revised Terms. If you do not agree to any changes to our Terms, do not continue to access and use the Sites. We suggest you periodically review these Terms for changes because they are binding on you. Certain provisions of these Terms may be superseded by expressly designated legal notices or terms located at the Sites. The date of the latest version of these Terms will be identified at the bottom of these Terms. All information and materials including, without limitation, images, illustrations, designs, icons, photographs, video clips, and written and other information and materials that appear on or are otherwise a part of the Sites are registered or unregistered copyrights, trademarks, service marks, trade names, trade dress and/or intellectual property owned, controlled or licensed by VUS. The Sites are solely for your informational purposes. Subject to your complying with these Terms, we grant you a limited, non-exclusive, non-sublicensable license to access and use the Sites only for your personal, non-commercial use, and provided you keep intact and properly display all copyright and other proprietary notices. This license does not include: (a) any commercial access or use of the Sites; (b) modifying or otherwise making any derivative work or uses of the Sites or any portion thereof, or any information or material that is available on the Sites, or publicly displaying, performing, transmitting, reusing, reposting or distributing the information or material; (c) use of any data mining, data scraping, browsers, spiders, robots, avatar, or any other data gathering or extraction software, routine, device, method, tools or technique; (d) downloading of any portion of the Sites, except as expressly permitted by the Sites; (e) ownership, license or right to use any registered or unregistered copyrights, trademarks, service marks or trade names displayed on the Sites; (f) any right to “flood,” “spam,” “mailbomb” or overload any of the Sites or otherwise take or engage in any action that is intended or may result in damage or impairment of any of the Sites or their infrastructure; (g) use the Sites in any other way to attempt to interfere with any of the Sites’ functionality, appearance or security; or (h) use the Sites other than for their intended purposes. Any unauthorized use may also violate applicable laws including, without limitation, copyright, trademark and other intellectual property laws, U.S. export laws and regulations, and other local, state, national and international laws, rules and regulations (collectively, “Laws”). Nothing on the Sites shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time and from time to time by us in our sole and absolute discretion.
Use of the Software. All software that is made available to download from or through the Sites (the “Software”), and all intellectual property rights therein, are exclusively owned by us. Your access and use of the Software is subject to and governed by the terms and conditions of the end user license agreement that accompanies or is included with the Software (the “EULA”).
Links to Other Website and Services. As a convenience to you, our Sites may display, provide information regarding, or provide links to third party websites, content, applications, tools, services, data, content, information or materials (collectively, “Third-Party Websites and Content”) and may facilitate communications between you and third parties regarding Third-Party Websites and Content. However, we do not review, monitor, endorse or control Third-Party Websites and Content and inclusion of Third-Party Websites and Content on or through the Sites does not imply any endorsement or approval of any Third-Party Websites and Content. We may discontinue inclusion of any Third Party Websites and Content at any time. We make no representations or warranties of any kind regarding such third-parties or any Third-Party Websites and Content or any results that may be obtained from using them. We are not responsible for any Third-Party Websites and Content. Your access or use of any Third-Party Websites and Content, and your dealings or correspondence with any third parties in connection therewith, are solely and exclusively between you and such third party. If you access or use Third-Party Websites and Content, you should be aware that you will leave our Sites and that these Terms and our policies do not govern. You should carefully read and review the applicable terms and policies, including privacy and data gathering policies and practices, of any Third-Party Websites and Content to which you access and use from the Sites. If you decide to access and use Third-Party Websites and Content you do so at your sole risk.
User Submissions. The Sites may include functionality and areas in which you or other users may transmit, upload or post information, material or other communications to the Sites including all data, images, sounds, texts, and other things embodied therein (collectively, “User Content”). You are solely responsible for your User Content and use of the Sites is at your own risk. You agree not to misuse the Sites, or help or assist anyone else to do so.Without limiting the foregoing, you agree not to transmit, upload or post, or otherwise publish on or through the Sites any of the following:User Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, false, misleading, fraudulent, or otherwise objectionable;User Content that promotes or advocates bigotry or hatred against any person or group of persons based on any protected category under applicable Laws including, without limitation, based on race, religion, ethnicity, sex, gender identity, sexual preference, disability or impairment, or that stalks, intimidates, threatens or harasses or causes discomfort to any user or other person; User Content that violates or would create any liability under any Laws in any way, or that would constitute or encourage or provide instructions for a criminal offense, or that would violate the privacy or legal rights of any person;User Content that would constitute or include false-source identifying information (e.g “spoofing” or “phishing”), or otherwise impersonates any user or other person or otherwise misrepresents who you are, or who you represent or are affiliated with;User Content that constitutes or includes any corrupted data, virus or other malware, or constitutes or includes a denial of service attack or spam, breaches or otherwise circumvents or attempts to circumvent any filtering, security or authentication measures, probes, scans or tests the vulnerability of the Sites, any system or network, or otherwise interferes with, or disrupts or is destructive of the Sites, any user, host, network or system; orUser Content that uses the Sites for commercial purposes, or promotes or advertises any products or services, or sends unsolicited communications, promotions or advertisements.Enforcement of user content or conduct rules set forth in these Terms is at our sole and absolute discretion, and failure to enforce such rules in some or any instances does not constitute a waiver of our right to enforce such rules in other instances. These rules do not create any private right of action on the part of any third party, or any reasonable expectation that the Sites will not contain any content that is prohibited by such rules. Although we have no obligation to screen, edit or monitor any User Content, we reserve the right, and have absolute discretion, to remove, screen or edit any User Content at any time with or without cause or reason and without notice. You are solely liable for creating backup copies of and replacing any User Content at your sole cost and expense. If you post User Content, it will be considered non-confidential, and you automatically and unconditionally grant us and our designees a non-exclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, copy, reproduce, modify, adapt, incorporate, publish, translate, create derivative works from, disclose, distribute, perform and display such User Content throughout the world in any media on or in connection with the Sites and the promotion thereof or otherwise including, without limitation, the right to use your name, likeness, voice and identity. You represent and warrant that (a) you own or control all of the rights to the User Content that you post, or that you otherwise have the right to post such User Content to the Sites; (b) the User Content that you post is accurate and not misleading; and (c) use and posting of the User Content you provide does not violate these Terms and will not violate any rights of or cause injury to any user or other person.
Disclaimer. TO THE FULLEST EXTENT PERMITTED BY LAW, WE AND OUR AFFILIATES, SUPPLIERS, DISTRIBUTORS, BUSINESS PARTNERS AND ADVERTISERS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, ABOUT THE SITES, THEIR AVAILABILITY, FUNCTIONALITY, ACCURACY, COMPLETENESS OR RELIABILITY, OR YOUR ACCESS OR USE THEREOF, OR THAT THEY ARE ERROR-FREE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SITES ARE PROVIDED SOLELY ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE EXPRESSLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT AS TO THE SITES, INCLUDING, WITHOUT LIMITATION, THE INFORMATION, DATA, CONTENT AND MATERIALS CONTAINED THEREIN. Please note that applicable Law may not allow or limit the exclusion of implied warranties, so the above exclusion may not apply to you.The information, data, content and materials contained on the Sites may be inaccurate. We make no guarantee, commitment and assume no obligation to correct or update any thereof. We reserve the right in our sole and absolute discretion to change any and all information, materials, data and content contained on or through the Sites, and to modify, suspend or discontinue the Sites or any features or functionality of the Sites at any time and from time to time without notice and without obligation or liability to you or anyone else.
Limitations of Liability.IN NO EVENT SHALL WE, OUR AFFILIATES, SUPPLIERS, DISTRIBUTORS, BUSINSS PARTNERS OR OTHER THIRD PARTIES MENTIONED AT THE SITES AND THEIR RESPECTIVE DIRECTORS, MEMBERS, OFFICERS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE “COVERED PARTIES”) BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM ANY LOST REVENUES, LOST PROFITS, LOST OPPORTUNITY, LOST DATA OR BUSINESS INTERRUPTION, REGARDLESS OF LEGAL THEORY OR CAUSE OF ACTION, ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR RELATED TO THE USE OR INABILITY TO USE THE SITES OR ANY WEBSITES LINKED TO THE SITES, OR THE MATERIALS OR INFORMATION CONTAINED AT ANY OR ALL SUCH SITES, WHETHER OR NOT WE OR ANY OF OUR AFFILIATES, SUPPLIERS, DISTRIBUTORS, BUSINESS PARTNERS OR OTHER THIRD PARTIES MENTIONED AT ANY SUCH SITES IS AWARE OR HAS BEEN ADVISED OR WARNED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOUR USE OF THE MATERIALS OR INFORMATION FROM SUCH SITES RESULTS IN THE NEED FOR SERVICING REPAIR OR CORRECTION OF EQUIPMENT, SOFTWARE OR DATA, YOU ASSUME ALL COSTS THEREOF. IN NO EVENT WILL THE AGGREGATE LIABILITY OF THE COVERED PARTIES TO YOU ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR RELATED TO THE USE OR INABILITY TO USE THE SITES EXCEED IN THE AGGREGATE THE AMOUNT PAID BY YOU TO US, IF ANY, FOR YOUR ACCESS AND USE OF THE SITES, REGARDLESS OF LEGAL THEORY OR CAUSE OF ACTION. Please note that applicable Law may not allow or limit the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
Read this section carefully. It requires you to waive your right to a jury trial and arbitrate certain disputes and claims and prohibits class or representative actions or arbitrations.Any and all disputes or claims involving or related to the Sites will be exclusively resolved through individual arbitration held in the District of Columbia in accordance with the Streamlined Arbitration Rules and Procedures (collectively, “Rules”) of the Judicial Arbitration and Mediation Service (“JAMS”), which are available on the JAMS website and are hereby incorporated by reference. You and we will maintain the confidentiality of any such proceedings, including all information gathered, prepared, and presented for purposes of the arbitration or related to the dispute(s) or claim(s) therein.NO CLASS ACTIONS. Any dispute related to these Terms or the Sites will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding.You and we agree that these Terms of Service affect interstate commerce and that the enforceability of this section will be governed by the Federal Arbitration Act, 9 U.S.C. Section 1, et. seq. to the maximum extent permitted by applicable Law.For any arbitration you initiate, you will pay the filing fee and you and we will split the remaining JAMS fees and costs. For any arbitration initiated by us, we will pay all JAMS fees and costs. You and we agree that the courts of the District of Columbia and the United States sitting in the District of Columbia have exclusive jurisdiction over any appeals and the enforcement of an arbitration award. If any portion of this arbitration section is found to be unenforceable for any reason, the unenforceable provisions shall be severed from these Terms, and such severance shall have no impact on the remainder of the arbitration section or your or our ability to compel arbitration of claims on an individual basis pursuant to this section.
Jurisdictional Issues. The Sites are administered by us from our offices within the United States of America. We make no representation or warranty that materials and information on or accessible through the Sites are appropriate or available for use in other jurisdictions. You are solely responsible for establishing the legality and useability of any materials and information on or accessible through the Sites under all jurisdictions and the compliance of the materials and information with local Laws. The information and materials provided on or accessible through the Sites is not intended for distribution to, or use by, any person or entity in any jurisdiction where such distribution or use would be contrary to Law or which would subject VUS to any registration or requirements under or within such jurisdiction.
Governing Law. These Terms shall be governed by and interpreted in accordance with the internal laws of the District of Columbia excluding its conflicts of laws principles.
Entire Agreement; Third Party Beneficiaries. These Terms constitute the entire agreement between you and us with respect to the subject matter of these Terms, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third-party beneficiary rights, except as to our Affiliates, suppliers, distributors, business partners or other third parties mentioned on the Sites.
