(these “Web Terms” or this “Agreement”)
COPYRIGHT © 2020 CADNETICS USA, INC. ALL RIGHTS RESERVED.
The Parties. This website (the “Website”) is provided by CADNETICS USA, INC. (“CADNETICS”). CADNETICS is located at 400 Holiday Drive, Suite 102, Pittsburgh, PA 15220, USA. The term “Cadnetics Enterprise” means, individually and jointly, CADNETICS and includes its parent and subsidiaries, affiliates, and any “Cadnetics”-branded company.
The term “you” (including, but not limited to, formatives thereof, such as “your”, and “yours”) means you, the person accessing or reviewing this document, as well as any persons accessing or using the Website under your control, supervision, equipment, connection and/or authority. The term “Website” includes but is not limited to all functionality arising from or related to the Website, such as, but not limited to, social media posts, communications, electronic mail, messaging and/or status updating.
General Usage of the Website. You represent and warrant that: (i) you guarantee the proper and lawful usage arising from, related to or through the Website; (ii) you shall indemnify and hold the Cadnetics Enterprise harmless, including attorneys’ fees and costs, in the event that the Website is used in any unauthorized manner; (iii) you shall not bypass or otherwise attempt to bypass any restrictions or passwords associated with the Website or content accessed or used by or through the Website; (iv) the Website shall be used only for lawful purposes, and it shall not be used as a means to commit or attempt to commit a crime, tort, invasion of privacy, harassment, breach of contract or other unlawful activity; (v) you are at least thirteen (13) years of age; (vi) you are permitted to have access to materials that may be considered offensive, violent, inappropriate or adult in nature, and you hereby agree to indemnify and hold CADNETICS harmless for such access; (vii) you are solely responsible for all hardware and software necessary for your access the Website; (viii) any available disk space provided or used by CADNETICS (“Disk Space”), whether for storage of electronic mail, data, computer software, other executable-related or data files, or otherwise, shall not be used to store valuable, confidential or otherwise important information and you agree to keep backup/archive copies of any information stored in the Disk Space; and (ix) the Website shall not be used, directly or indirectly, for the purpose of “spamming” or otherwise sending unsolicited mass transmissions or multiple postings in a manner which, in CADNETICS's sole discretion, is abusive, offensive, and inappropriate; (x) you are solely responsible full compliance with all applicable statutes, regulations, ordinances and other laws that govern the direct, indirect or downstream use or intended use of the Website. Without limiting the generality of the foregoing, in connection with your use of the Website, you agree you will not:
a) Transmit any message, information, data, text, software or images, or other content (“Material”) that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable that may invade another's right of privacy or publicity;
b) Impersonate any person or entity, including but not limited to, a Cadnetics Enterprise official, forum leader, guide or host or falsely state or otherwise misrepresent your affiliation with a person or entity;
c) Post or transmit any Material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as nondisclosure agreements);
d) Post or transmit any Material that contains a virus, harmful or corrupted data;
e) Delete any author attributions, legal notices or proprietary designations or labels that you upload to any communication feature;
f) Use the Website's communication features in a manner that adversely affects the availability of its resources to other users (e.g., excessive shouting, use of all caps, or flooding continuous posting of repetitive text);
g) Post or transmit any unsolicited advertising, promotional materials, "junk mail", "spam", "chain letters," "pyramid schemes" or any other form of solicitation or any non-resume information such as opinions or notices, commercial or otherwise;
h) Violate any applicable local, state, national or international law;
i) Upload or transmit any Material that infringes any patent, trademark, trade secret, copyright, or other proprietary rights of any party; or
j) Delete or revise any Material posted by any other person or entity.
At all times, in all cases, with or without cause, and/or with or without a violation of these or any applicable terms and conditions of use, for any reason, in CADNETICS’s sole and absolute discretion to suspend usage, delete information, terminate account access or otherwise delete any information arising from or related to usage of the Website.
CADNETICS reserves the right to refuse to publish, post or to remove any information or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, or are believed to be in violation hereof. You hereby authorize CADNETICS, and hereby appoint CADNETICS, as your attorney-in-fact to take any action necessary or appropriate to comply with any statutes, regulations, ordinances or other laws, user policies and/or industry-standard organizational or governing bodies, including, but not limited to the ICANN and its successor(s), and hereby release CADNETICS from liability for any such acts. Except for certain products and services for which CADNETICS is expressly and specifically identified by CADNETICS as being itself the author, manufacturer, or authorized representative, all merchandise, content, information and services offered or made available or accessible on the Internet or use of the Website are so offered or made available or accessible by third parties who are not affiliated with CADNETICS or its affiliates (“Third-Party Materials”). CADNETICS makes no endorsements, representations and/or warranties regarding Third-Party Materials. You understand that the Internet contains materials which may be considered to be sexually explicit and/or may be extremely offensive (“Explicit and Offensive Materials”). YOU GUARANTEE AND AGREE THAT YOUR ACCESS TO EXPLICIT AND OFFENSIVE MATERIALS IS AT YOUR OWN RISK. You are solely responsible to “block” or otherwise prevent inappropriate access or content.
UNDER NO CIRCUMSTANCES SHALL THE CADNETICS ENTERPRISE, OR ITS EMPLOYEES, AGENTS, REPRESENTATIVES OR AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES THAT RESULT IN ANY WAY ARISING FROM, RELATED TO OR IN CONNECTION WITH THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, FROM YOUR USE OF OR INABILITY TO USE THE WEBSITE OR YOUR RELIANCE ON OR USE OF INFORMATION, SERVICES OR MERCHANDISE PROVIDED ON OR THROUGH THE WEBSITE, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION, OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE. YOU HEREBY INDEMNIFY THE CADNETICS ENTERPRISE, ITS EMPLOYEES, AGENTS, REPRESENTATIVES AND AFFILIATES FROM AND AGAINST ALL ACTIONS, CLAIMS, SUITS, DEMANDS, DAMAGES, LIABILITIES, LOSSES, COSTS AND EXPENSES ARISING OUT OF, RELATED TO, OR IN ANY WAY CONNECTED WITH YOUR USE OF THE WEBSITE AND/OR ACCESS TO THE INTERNET.
IN NO EVENT SHALL CADNETICS’ MAXIMUM LIABILITY (OR THE CADNETICS ENTERPRISE BY ANY CALCULATION IN THE AGGREGATE) EXCEED ANY FEE ACTUALLY PAID BY YOU FOR THIRTY (30) DAYS OF USE OF AND ACCESS TO THE WEBSITE. NEITHER PARTY SHALL BE LIABLE FOR ANY FAILURE TO PERFORM ANY OBLIGATIONS DUE TO CAUSES WHICH ARE BEYOND THEIR CONTROL AND OF A NATURE WHICH NEITHER HAS THE AUTHORITY OR POWER TO REMEDY.
THE ABOVE GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. FURTHER-MORE, SOME STATES DO NOT ALLOW THE EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
No Endorsement; No Opinion of Quality; No Human Vetting by CADNETICS. Reference herein to any customer, specific or general commercial products, process whatsoever, or any of the foregoing by trade name, trademark, manufacturer, or otherwise, does not constitute or imply endorsement, recommendation, or preference by the Cadnetics Enterprise. Any views, statements and opinions expressed herein, by the Cadnetics Enterprise or users of the Website, do not necessarily state or reflect those of the Cadnetics Enterprise, and shall not be used for advertising or product endorsement purposes. You consent to monitoring of this use by system or security personnel.
YOU AGREE TO BE SOLELY PERSONALLY RESPONSIBLE FOR INDEPENDENTLY VETTING AND OTHERWISE INDEPENDENTLY CONFIRMING THE PERSONAL INTEGRITY, PERSONAL CHARACTER AND OTHER PERSONAL ATTRIBUTES OF ANY PERSON TO WHOM YOU ARE INTRODUCED OR BECOME FAMILIAR ARISING FROM, RELATED TO OR IN CONNECTION WITH THE WEBSITE. YOU AGREE TO INDEMNIFY AND HOLD THE CADNETICS ENTERPRISE HARMLESS FROM ANY CLAIM THAT THE CADNETICS ENTERPRISE IS RESPONSIBLE FOR THE RESULT OF ANY CONTACT WITH SUCH PERSON.
YOU AGREE THAT YOU WILL NOT USE THE WEBSITE OR ANY COMMUNICATIONS ARISING FROM, RELATED TO OR IN CONNECTION WITH THE WEBSITE, TO FURTHER CONTACTS WITH OR INCLUDING ANYONE WHO YOU REASONABLY KNOW OR SHOULD KNOW: i) PRESENTS A THREAT OR DANGER TO ANOTHER PERSON OR A PERSON’S PROPERTY; ii) HAS ANY HISTORY OF CRIMINAL ACTIVITY; iii) HAS COMMITTED A FELONY, iv) IS LESS THAN EIGHTEEN (18) YEARS OF AGE; OR v) ACTS OR HAS HISTORICALLY ACTED IN ANY MANNER NOT LAWFUL OR IS OTHERWISE DANGEROUS, HARASSING, THREATENING OR OTHERWISE ANTI-SOCIAL. YOU UNDERSTAND THAT THE WEBSITE MAY COLLECT IN THE FUTURE REAL-TIME AND HISTORICAL LOCATION AND/OR GPS DATA, INCLUDING YOUR PROFILE INFORMATION, WHICH IS PUBLISHED TO OTHERS; THE CADNETICS ENTERPRISE DOES NOT GUARANTEE THAT DATA WILL BE PUBLISHED ONLY TO YOUR SPECIFIC SOCIAL MEDIA OR CONTACT LIST.
Without limiting the foregoing, any comments, data, information or materials sent to CADNETICS arising from your use of the Website may be used without liability and for any purpose without compensation or attribution to you or the sender. the Cadnetics Enterprise may reproduce, sublicense, transfer, use, disclose, exhibit, display, transform, create derivative works and distribute such content or materials to others without limitation; this includes but is not limited to any information (including, without limitation, ideas contained therein for new or improved products and services) you submit to or through the Website (including, but not limited to, posts, forums and newsgroups) or by electronic mail and communications by all means and in any media now known or hereafter developed. You also grant to the Cadnetics Enterprise the right to use your name and likeness in connection with the submitted materials and other information as well as in connection with all advertising, marketing and promotional material related thereto. You agree that you shall have no recourse for any alleged or actual infringement or misappropriation of any proprietary right in your communications to the Website.
You agree that CADNETICS has the right to monitor your use of the Website electronically and to disclose any information as necessary to satisfy any law, regulation or other governmental request (including, but not limited to, whether informal requests of authorities, or formal requests, such as legal process, subpoena, search warrant or court order), to operate the system properly, to protect itself or its subscribers, members, or otherwise. You shall indemnify and hold the Cadnetics Enterprise harmless from such monitoring and disclosure, including attorneys’ fees.
Collected Data. The Website collects information and data from you (“Collected Data”). Some of which Collected Data may or does contain Personally Identifiable Information (“PII”). Some of which Collected Data may or does contain usage data (“Usage Data”). And, some of which Collected Data may in the future or does contain security and account data (“Account Data”). Use of the term “Collected Data” includes, but is not limited to, PII, Usage Data and Account Data.
THE COLLECTED DATA IS SHARES BETWEEN AND AMONG THE CADNETICS ENTERPRISE. The Collected Data is not brokered, sold or licensed to third-parties. The Collected Data is subject to transfer in the event of an acquisition or merger scenario, including, but not limited to, as transfer of a substantial portion of assets or equity.
The Website collects as Collected Data, your name, location, date of birth, and other contact and profile information, so that CADNETICS and/or the Website can identify you and apply demographic analyses to your personal profile for rendering services by the Website or otherwise by CADNETICS, which also includes the purpose of advertising by CADNETICS and third parties. The Website may collect as Collected Data your log in security information, and account profile information for the purpose of individualizing services in accordance with your account profile. The Website collects as Collected Data statistical and usage data relating to your specific and general activities in using the Website in order to individualize services provided by the Website, as well as demographic and usage assessments for advertising purposes and Website augmentation.
In addition to Collected Data that you provide, the Website will also automatically create information and store information on your devices as Collected Data, with or without prompting you. For example, the Website stores tracking data, cookies, and other data and meta data that contains information regarding your general and specific usage of the Website and activities using the Website. This Collected Data is necessary or appropriate for technical framework purposes, as well as for the purposes set forth above for usage, demographic, technical, advertising and Website augmentation. Collected Data may include location, physical tracking and GPS data for the purpose of tracking your respective location or locations and matching to others, including other users of the Website on a real-time or historical basis.
The Website accesses a number of third party services' accounts, with which CADNETICS and/or the Website has affiliations for advertising purposes regarding which Collected Data is conveyed by affiliation. This includes, without limitation, Facebook, Twitter, Instagram and LinkedIn. You understand that CADNETICS also uses Collected Information for its own advertising purposes, including email communications with you and/or your contacts and social media communications. The Website collects all information that you input into the Website data entry pages and functionality, including your posts and other information that you choose to transmit to CADNETICS.
IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT USE THE WEBSITE. WITHDRAWAL OF YOUR CONSENT OR ACCOUNT DELETION IS PROSPECTIVE ONLY. ALL HISTORICAL COLLECTED DATA WILL BE RETAINED, WHETHER OR NOT RELATED TO YOUR IDENTITY OR OTHERWISE DISCRETELY ACCESSIBLE BY CADNETICS. THE WEBSITE MAY HAVE VARIOUS DEGREES OF FUNCTIONALITY FOR WITHDRAWAL OF CONSENT FOR PROSPECTIVE USAGE OF THE WEBSITE, AND DELETION OF YOUR ACCOUNT, BUT COLLECTED DATA, INCLUDING ACCOUNT DATA, MAY STILL EXIST IN SOME FORM WITHIN THE DATABASES OF CADNETICS, WHICH MIGHT NOT BE REASONABLY IDENTIFIABLE OR ACCESSIBLE TO SUPPORT STAFF. ALSO, SUCH COLLECTED DATA MAY ALSO HAVE ALREADY BEEN TRANSFERRED, ALL OR IN PART TO THIRD PARTIES OVER WHOM THE CADNETICS ENTERPRISE HAS NO CONTROL.
THE CADNETICS ENTERPRISE DOES NOT GUARANTEE THAT HISTORICAL USAGE CASCADED TO OTHER USERS, OR OTHERWISE COMMUNICATED OR REPLICATED BY THE WEBSITE ANYWHERE OR THROUGHOUT THE WEBSITE USER POPULATION, WILL BE ELIMINATED. UPON ACCOUNT DELETION, YOU UNDERSTAND THAT, ON THE ONE HAND, ALL OF YOUR SOCIAL MEDIA CONTENT, CONTACTS AND PROFILE INFORMATION MAY BE FOREVER INACCESSIBLE TO YOU OR OTHERS, BUT, ON THE OTHER HAND, THE EFFECTS OF THE HISTORICAL REPLICATION OF THAT INFORMATION MAY STILL APPEAR ELSEWHERE IN THE WEBSITE OR OTHERWISE FOR OTHERS OR CONTINUE TO BE USED BY THIRD PARTIES. ALSO, COLLECTED DATA WILL STILL BE RETAINED AND USED BY THE CADNETICS ENTERPRISE , AND THE DELETION OF YOUR ACCOUNT DOES NOT CHANGE CADNETICS’S RIGHTS REGARDING THE COLLECTED DATA THAT IT HAD PRIOR TO SUCH ACCOUNT DELETION.
This document and all issues arising from or related to your use of the Website shall be governed and construed in accordance with the laws of the Commonwealth of Pennsylvania applicable to agreements made and to be performed in Pennsylvania. You agree that any legal action or proceeding between CADNETICS, the Cadnetics Enterprise and/or you for any purpose concerning this document or your use of, or access to, the Website, or the rights/obligations hereunder, shall be brought exclusively in the county of Allegheny, Pennsylvania. You consent to the jurisdiction of the Commonwealth of Pennsylvania and any action arising from, related to or in connection with these Web Terms shall be resolved exclusively within the Commonwealth of Pennsylvania.
Any cause of action or claim you may have with respect to the Website must be commenced within one (1) year after the claim or cause of action arises, or such claims or cause of action shall be barred. CADNETICS's failure to insist upon or enforce strict performance of any provision of this document shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision hereof. CADNETICS may assign its rights and duties hereunder to any party at any time without notice to you. Any rights not expressly granted herein are reserved. If any term or provision of this document is found to be illegal or unenforceable then, notwithstanding same, this document shall remain in full force and effect, and such term or provision shall be deemed stricken or reframed to the fullest extent necessary to preserve the intention of the document as is determined from the existence of such term or provision.
At the option of CADNETICS, any and all disputes arising from, related to or in connection with these Web Terms shall be settled by binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association ("AAA"), and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof and there shall be three (3) arbitrators appointed in accordance the AAA Commercial Rules from a AAA panel of arbitrators knowledgeable in business information and data processing systems. The Arbitrator(s) shall have no authority to award punitive or exemplary damages but may award temporary or permanent equitable relief. All disputes required to be resolved by binding arbitration shall be considered private and confidential and neither party shall issue press releases or otherwise disclose information regarding the same; provided, that a party may publicly respond to any prior disclosure made by the other party in breach of this provision.