Last Updated 10.28.2018
1. Intellectual Property Ownership. All text, content, documents, names, logos, trademarks, service marks, brand identities, characters, trade names, graphics, designs, copyrights, trade dress, or other intellectual property appearing in the Website, and the organization, compilation, look and feel, illustrations, artwork, videos, music, software and other works on the Site (the “Materials”) are owned by DataWELL and its affiliates or used with permission or under license from a third party (hereinafter collectively referred to as the “Owner”) and are protected under copyright, trademark and other intellectual property and proprietary rights laws. As between DataWELL and you, all right, title and interest in and to the Materials will at all times remain with DataWELL and/or its Owners. The words “DataWELL”, “DataWELL Informatics”, “Decision Lab”, “DataFLEX”. “Insight Packages’, and the “DataWELL” logos, and other marks, logos and titles are registered and/or common law trade names, trademarks or service marks of DataWELL Informatics. DataWELL reserves all other rights. Except as expressly provided herein, nothing on the Site shall be construed as conferring any license under DataWELL’s and/or its Owner’s intellectual property rights, whether by estoppel, implication or otherwise. Notwithstanding anything herein to the contrary, DataWELL may revoke any of the foregoing rights and/or your access to the Site, or any part thereof, including the blocking of your IP Address, at any time without prior notice.
2. Restrictions on Use. You agree that any copy of the Materials (or any portion of the Materials) that you make must retain all copyright and other proprietary notices contained herein or therein. Framing of the Site or posting of Materials on other websites is strictly prohibited. The use or misuse of the Site of any Materials, except as provided in these Terms is strictly prohibited. You shall not, without DataWELL’s express written consent:
(b) use any tradename, trademark, or brand name of DataWELL in metatags, keywords and/or hidden text;
(c) copy, distribute, modify, transmit, perform, reuse, re-post, or otherwise display the Materials, in whole or in part, for public or commercial purposes or modify, translate, alter or create any derivative works thereof;
(d) create derivative works from the Materials or commercially exploit the Materials, in whole or in part, in any way;
(e) use the Site, the Materials, and/or any portion thereof, in any manner that may give a false or misleading impression, attribution or statement as to DataWELL, the Owner, or any third party referenced therein;
(f) use the Materials, and/or any services and products on the Site or accessible via the Site for unlawful purposes;
(g) alter, remove or obscure any copyright notice, digital watermarks, proprietary legends or any other notice included in the Materials;
(h) disassemble, decompile, reverse compile or reverse engineer any part of the Site;
(i) use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Site;
(j) use the Site or Materials for any illegal, fraudulent, misleading or deceptive purposes;
(k) interfere with or damage the Site or Materials, including without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information, or similar methods or technology;
(l) disrupt, overburden, or aid or assist in the disruption or overburdening of (x) any computer or server used to offer or support the Site; or (y) the enjoyment of the Site by any other person;
(m) upload an content to the Site that (1) infringes any patent, trademark, trade secret, copyright, right of publicity, or other right of any person or entity; or (2) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive or profane; or
(n) engage in any chain letters, contests, junk email, pyramid schemes, spamming, surveys, or other duplicative or unsolicited messages (commercial or otherwise)
5. Disclaimers. Without limiting the foregoing, the Site and the Materials and all other features offered via the Site, are provided to you “AS IS” and “AS AVAILABLE” without warranty of any kind, either express or implied, including but not limited to, fitness for a particular purpose, title, or non-infringement. Should applicable law not permit the foregoing exclusion of express or implied warranties, then DataWELL hereby grants the minimum express or implied warranty required by such applicable law. No advice or information, whether oral or written, obtained by you from DataWELL, its employees, agents, suppliers or any other persons shall create any warranty, representation or guarantee not expressly stated in this section. Additionally, DataWELL does not make any warranties that the Site will be uninterrupted, secure or error free or that your use of the Site will meet your expectations, or that the Site, Materials, or any portion thereof, is correct, accurate, or reliable. DataWELL reserves the right to change any part of the Site at anytime without notice.
7. Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by DataWELL without restriction.
8. Changes to these Terms. From time to time, DataWELL may revise these Terms. When changes are made, DataWELL will make a new copy of the Terms available at the Site, and will also update the “Last Updated” date above. If DataWELL makes any material changes, and you have registered to create a Member Account with DataWELL, DataWELL will also send an email to you at the last email address you provided to us pursuant to the Terms. Any changes to the Terms will be effective immediately for new users of the Site and will be effective thirty (30) days after posting notice of such changes on the Site for existing users. Your use of the Site following the posting of any revised Terms shall be deemed acceptance of the revised policy. DataWELL strongly recommends checking Terms periodically. If you disagree with the provisions of these Terms at any time, your sole remedy is to terminate your use of the Site. Continued use of the Site constitutes your agreement to these Terms as in effect.
9. Miscellaneous. DataWELL’s failure to enforce any provision of these Terms shall not be deemed a waiver of such provision nor of the right to enforce such provision. If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms shall continue in effect. Any waiver or failure to enforce any provision of the Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. These Terms are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.