These Terms of Use ("Terms of Use") govern your use of all Utilimarc, Inc. ("we," "us," and "our") websites and web applications under utilimarc.com and other websites on which these Terms of Use appear (collectively, the "Site"), and your use of the features therein. The terms of our Privacy Policy are incorporated herein by this reference. Please carefully review the information contained in our Privacy Policy.
BY USING OR ACCESSING THIS SITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. Your use of this Site is strictly voluntary. If you do not agree to be bound by these Terms of Use and our Privacy Policy, your only option is to discontinue the access and use of this Site.
These Terms of Use apply to your access to and use of this Site and do not alter in any way the terms and conditions of any other agreement you may have with us. If you breach any of these terms and conditions, your authorization to use this Site automatically terminates and you must immediately discontinue use of this Site.
To access and use certain services available through the Site, you may be required to have a user account with us and you must agree to be bound by any additional applicable terms and conditions contained there.
Any information collected at this Site and the purposes for which we may use this information are set forth in our Privacy Policy. By using this Site, you agree to waive and release us from any claim or liability in connection with the collection, use, or disclosure of information that is consistent with the terms of our Privacy Policy.
All content, data, material, software, and technology contained on this Site or used in the operation of this website are protected by one or more copyrights, trademarks, patents, trade secrets and/or other proprietary rights owned or licensed by us and are protected under the laws of the State of Minnesota, the United States, foreign jurisdictions, and/or international treaties or laws. Any use of these rights without our prior written permission is strictly prohibited.
No portion or element of this Site or any of its content may be copied or retransmitted via any means without our prior written authorization. This Site, its content and all related rights shall remain our exclusive property or the property of the licensors of such content unless otherwise expressly agreed in writing. Without our prior written authorization, you may not reproduce, distribute, modify, display, perform, prepare derivative works based on, adapt, repost, or otherwise use any content.
Information on this Site may contain typographical errors, inaccuracies, or omissions in relation to product and services descriptions, information, and other matters. We reserve the right, but have no obligation, to correct any errors, inaccuracies, or omissions and to discontinue, change or update information or products or services at any time without prior notice.
THIS SITE AND ALL CONTENT, PRODUCTS, DATA, MATERIALS, AND SERVICES AVAILABLE THROUGH THE SITE ARE PROVIDED ON AN "AS IS, WITH ALL DEFECTS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SATISFACTORY QUALITY, ACCURACY OF INFORMATIONAL CONTENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.
NOTHING IN THESE TERMS OF USE OR IN ANY ORAL OR WRITTEN DESCRIPTION OF THIS SITE WILL CONSTITUTE A REPRESENTATION OR WARRANTY WITH RESPECT TO THIS SITE.
YOU ACKNOWLEDGE, BY YOUR USE OF THIS SITE, THAT SUCH USE IS AT YOUR SOLE RISK.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE OR OUR AFFILIATES, LICENSORS, PROVIDERS, OR AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION THOSE RESULTING FROM LOST PROFITS, LOST DATA, LOSS OF GOODWILL OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF, OR THE INABILITY TO USE, THIS SITE, WHETHER BASED ON CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Some jurisdictions do not allow limitations on implied warranties or the exclusion or limitation of certain damages, but they shall apply to the extent permitted by applicable law. If these laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you may have additional rights.
Under no circumstances whatsoever shall our aggregate liability resulting from or relating to your use of this Site exceed Five U.S. Dollars (USD $5.00).
As a visitor to or user of this Site you shall not:
You agree that you are solely responsible for the Post of any content that you make available on or send through this Site ("User Content"). Although we have no obligation to screen, edit or monitor any of the User Content or user conduct on this Site, we reserve the right, and have absolute discretion, to remove, screen or edit any User Content and to monitor any user conduct on this Site at any time and for any reason without notice. By the Post of User Content to this Site, you represent and warrant that you have all necessary rights in and to such User Content and all of its components and that such User Content is accurate, does not and will not infringe any third party rights, and is not in violation of law, rule or regulation, and you hereby agree to indemnify us, our related entities, and each of our and their respective directors, officers, employees, agents, investors, members, vendors, service providers, and successors and assigns against all claims resulting from User Content you Post.
You agree to indemnify and hold us, our related entities, and our and their respective successors and assigns harmless from and against any claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) that we incur or suffer which relate or arise out of any third party claim concerning your use of this Site, your failure to perform any of your obligations under these Terms of Use, or your breach of any of your representations or warranties contained herein.
The Site may contain links to other websites. Additionally, other websites may contain links to this Site. We do not review or monitor the websites linked to this Site and we are not responsible for the content or policies of any other websites. Any link established by us does not constitute an endorsement of the other websites or create a relationship between us and the operators of other websites. We disclaim any liability with respect to your use of any other website, and you release us from any loss or damage you incur as a result of your use of any other website.
We may revise these Terms of Use at any time without providing notice by posting updates to these Terms of Use on this Site. Any use of this Site following the date on which changes to these Terms of Use or the Privacy Policy are posted on this Site shall constitute your acceptance of all such changes. You expressly agree that we shall have no obligation to provide you with any notice of any changes, and you hereby expressly waive any right you may have to receive notice of any changes to these Terms of Use or the Privacy Policy.
We may modify, change, suspend, terminate or discontinue the operation of this Site or the provision of any services without notice and we reserve the right to refuse service to anyone at any time, with or without cause.
You are solely responsible for providing, maintaining and ensuring compatibility with the Site, and all hardware, software, electrical and other physical requirements for your use of the Site.
If you have a user account on this Site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your account or password. We reserve the right, without notice and in our sole discretion, to refuse or restrict access or service, terminate accounts, or remove or edit content. If we, in our sole reasonable determination, believe that you have or will breach any of the terms and conditions contained in these Terms of Use or any agreement with us, we may immediately terminate any accounts you have with us.
English has been used in the preparation of these Terms of Use, and English shall be the controlling language with respect to these Terms of Use and their interpretation.
Any failure by us to enforce any provision of these Terms of Use shall not be construed as a waiver of any provision or the right to enforce same.
These Terms of Use shall be governed by the laws of the State of Minnesota without giving effect to any principles or conflicts of laws. For the purpose of resolving conflicts relating to or arising out of these Terms of Use, or arising out of any other dispute or claim associated with us, you irrevocably and unconditionally: (i) consent to submit to the exclusive jurisdiction of the state and federal courts in Hennepin County, Minnesota (the "Minnesota Courts") for any litigation or dispute; (ii) waive any objection to the laying of venue in the Minnesota Courts; (iii) waive any objection that the Minnesota Courts are an inconvenient forum or do not have jurisdiction over the parties; and (iv) agree that a final judgment of a Minnesota Court shall be final and may be enforced in other jurisdictions.
If any portion of these Terms of Use is held to be invalid, such holding shall not invalidate the other provisions of these Terms of Use.
Use of this Site is unauthorized in any jurisdiction that does not give full effect to all provisions of these Terms of Use, including without limitation this paragraph and the warranty disclaimers and liability exclusions above. Use of this Site is unauthorized in any jurisdiction where all or any portion of this Site may violate any legal requirements and you agree not to access this Site in any such jurisdiction.
You are responsible for compliance with applicable laws.
Any and all questions, comments, suggestions, and similar materials or information that you send or submit to us on this Site, by a Post or otherwise (collectively, "Submissions"), shall become our property; and you hereby transfer, sell, and assign to us all of your right, title, and interest in and to any such Submissions, including without limitation, any and all related patent, copyright, trademark, and other intellectual property rights. We have no obligation of any kind whatsoever to maintain any confidentiality with respect to any such Submission.
For questions or comments related to this Site or these Terms of Use, please email us at admin@www.utilimarc.com or send us a letter to Utilimarc, 1660 South Hwy 100 Suite 319, Minneapolis, MN 55416 U.S.A.