Terms of Use for Modstream Website
Modstream, Inc. (“Modstream”) owns and/or operates a website at modstream.com, (the “Website”). By accessing or using the Website, you agree to these Terms of Use (“Agreement”). If you do not agree to the terms of this Agreement, you may not use the Website. Accessing and/or downloading content from the Website constitutes your agreement to be bound by the Agreement as outlined and modified from time to time. Modstream reserves the right to amend this Agreement at any time. All amendments will automatically go into effect on the day after their initial posting on the Website. Use of the Website subsequent to such posting shall constitute your agreement to all such amendments. This Agreement may not otherwise be amended or altered except in a writing signed by both you and an authorized representative of Modstream. Because this Agreement and its amendments are binding, you should periodically visit this page to review amendments.
Access and Use
In general
All materials displayed or transmitted on the Website, including but not limited to text, photographs, images, illustrations, software, files, data, graphics or other content (“Materials”) are owned by Modstream or its licensors, and are protected by United States and international copyright, trademarks, service marks, and other proprietary rights, laws and treaties. When you view, use, or download these Materials, they are provided to you by Modstream under a license that is revocable. Modstream retains full and complete title to the software and to all of the associated intellectual property rights in and to the Material. You may not redistribute or sell the Material, nor may you reverse engineer, disassemble or otherwise convert it to any other form. You acquire no rights or license whatsoever in the Materials other than the limited rights to use the Website in accordance with these terms and conditions. Modstream reserves any rights not expressly granted under these terms and conditions of use.
You hereby grant to Modstream a nonexclusive license to reproduce, distribute, display, publish, use and prepare derivatives of all remarks, suggestions, ideas, or other information that you communicate to Modstream through the Website. Modstream and its designees will be free to copy, disclose, distribute, incorporate and otherwise use the materials you submit for any and all commercial or noncommercial purposes, without any obligation to compensate you or others for the materials.
Access and Use of Website
Minors are not allowed to conduct transactions over the Website, including purchasing products or submitting requests for information. If you are a minor, please do not attempt to use the Website for any purpose. In addition, if your ability to use the Website has been suspended, you may not use the services offered on the Website. If your permission to access the Website has been suspended by Modstream or any of its affiliates, and you continue to be able to access the Website despite such suspension, then any such access shall be considered a material violation of this Agreement and applicable law. Unauthorized access to or use of the Website is strictly prohibited and may constitute a violation of federal and/or state law.
To gain access to the non-public areas of the Website, you must obtain a user name. User names may not contain inappropriate or obscene words, phrases, or combinations of characters. Modstream is the sole arbiter of whether a user name is inappropriate or obscene. “Inappropriate” language includes, but is not limited to defamatory, racial or profane words, phrases, or combinations of characters. Your user name may not contain words, phrases, or combinations of characters that are likely to confuse or mislead others into believing that you are affiliated with any entity, including the United States government, with which you are not in fact affiliated. Although your user name need not reveal your identity, you are required to provide truthful and complete disclosure of your name, the entity you represent (if applicable), and information including address and phone number where you can be reached, if requested by Modstream. Failure to provide this information or providing false information will result in termination of your right to access the Website.
You must use a password in conjunction with your user name to access the non-public areas of the Website. You may select the password yourself. DO NOT, UNDER ANY CIRCUMSTANCES, REVEAL YOUR PASSWORD TO ANYONE. You must provide accurate identification to retrieve a password you have forgotten. Modstream will not be responsible or liable for any damage caused by disclosure of your password or your inability to remember your password, including pecuniary obligations incurred by a third party on your behalf.
Modstream may revoke your rights to access the non-public areas of the Website at any time for any reason, including a violation of any other agreement between you and Modstream, including an agreement to compensate Modstream for purchases. Modstream will not be responsible to you or any other party for any loss, damage, claim, or liability that may arise out of such termination.
You will be responsible for ensuring that suitable space, computer equipment, electric power, network connection, phone service, and appropriate environmental conditions exist to enable the Website to operate effectively. You will also be responsible for installing and maintaining any software required to access the functionality of the Website (including word processing and spreadsheet software, portable document format viewers, printer drivers, and graphic imaging software).
Intellectual Property
You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Website. Provided that you do not modify or delete any copyright, trademark or other proprietary notices, you may display and electronically copy, download and print hard copy portions of the material contained on the Website for i) your own noncommercial use or ii) commercial use solely in connection with conducting business transactions with Modstream. Any other use of Materials on the Website, including but not limited to the modification, reproduction, distribution, republication, display or transmission of the content of the Website, without the prior written permission of Modstream, is prohibited.
You acknowledge that all intellectual property rights and other legal means of ownership in the Material residing on the Website remain with Modstream, its licensors and its third party developers. Any attempt to use, redistribute, reverse engineer, or redesign the information, code, textual material, graphics, or modules contained on any Website for any other purpose is prohibited.
The trademarks, logos, and service marks displayed on the Website, including but not limited to the mark “Modstream,” (collectively, “Marks”), are marks or registered marks of Modstream and others. Nothing contained on the Website shall be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Marks displayed on any Website without the express written permission of Modstream or a third party that may own the Marks displayed on the Website. The misuse of Marks displayed on any Website, or any other content on the Website, is strictly prohibited. Please be advised that Modstream will aggressively enforce its intellectual property rights to the fullest extent of the law, including seeking criminal prosecution.
Many of the systems in place in the non-public areas of the Website contain unique processes that are subject to federal and state intellectual property and trade secret laws. Please be advised that copying or adapting this system may render you liable for infringement of Modstream’s or Modstream’s third party developers’ intellectual property rights. Moreover, the Website contains confidential information. Accordingly, you agree not to disclose (regardless of means, manner, or media) or use (except in the course of the normal use of the Website) the operational or functional aspects of the non-public areas of the Website or any of the processes used or disclosed therein. In addition, you agree not to use any information learned on the Website to compete, in any way, with Modstream or the Website.
Names and images of people or places displayed on the Website are either the property of, or used with permission by Modstream. The use of these images by you, or anyone else authorized by you, is prohibited unless specifically permitted by this agreement, under express permission provided elsewhere on the Website, or by written permission from Modstream. Any unauthorized use of the images may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.
Modstream may, from time to time, allow its users to post information or files on the Website over which Modstream has no supervision or control (“User Postings”) to Modstream hardware. Modstream does not review or take responsibility for such information. You agree to defend, indemnify and hold harmless Modstream from any liability that it may incur as a result of your posting of such material, including liability arising under any United States or foreign intellectual property law, tort claims, contractual claims, and claims by Modstream against you for any damages Modstream directly incurs as a result of such User Postings.
Although Modstream may from time to time monitor or review any User Postings, transmissions, or the like that may occur on the Website, Modstream is under no obligation to do so and assumes no responsibility or liability arising from the content of any such transactions nor for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger or inaccuracy contained in any information contained within such transactions on the Website. Modstream does, however, reserve the right to remove any such information or User Posting if a user or other party brings to Modstream’s attention the possibility that such information may result in liability or offense to any other party.
DISCLAIMER OF WARRANTIES AND LIABILITY
MODSTREAM MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE WEBSITE CONTENT. THE WEBSITE AND THE MATERIALS, INFORMATION, SERVICES, AND PRODUCTS IN THE WEBSITE, INCLUDING, WITHOUT LIMITATION, SOFTWARE, DATA, TEXT, GRAPHICS, AND LINKS, ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, MODSTREAM DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, FREEDOM FROM COMPUTER VIRUS, AND WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. MODSTREAM DOES NOT REPRESENT OR WARRANT THAT THE FUNCTIONS CONTAINED IN THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVERS THAT MAKES THE WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MODSTREAM DOES NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE USE OF THE MATERIALS IN THE WEBSITE IN TERMS OF THEIR COMPLETENESS, CORRECTNESS, ACCURACY, ADEQUACY, USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE. IN ADDITION TO THE ABOVE, YOU (AND NOT MODSTREAM) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. IN CERTAIN STATES, THE LAW MAY NOT PERMIT THE DISCLAIMER OF WARRANTIES, SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
IN NO EVENT SHALL MODSTREAM BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES WHATSOEVER, EVEN IF MODSTREAM HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE, OR ANY OTHER THEORY, ARISING OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, OR PERFORMANCE OF THE INFORMATION, SERVICES, PRODUCTS, AND MATERIALS AVAILABLE FROM THE WEBSITE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Indemnification
You agree to indemnify, defend, and hold harmless Modstream, its officers, directors, employees, agents, licensors and suppliers from and against all losses, expenses, damages and costs, including reasonable attorneys' fees and court costs, resulting from any violation of this Agreement or any activity related to your use of any Website (including, but not limited to, negligent or wrongful conduct), by you or any other person accessing the Website using your Internet account.
Links to Other Sites
The Website may provide access to another Website. Modstream does not control these sites, and you access them solely at your own risk. Modstream also does not endorse or approve any products or information offered at sites you reach through the Website. Check the Uniform Resource Locator (URL) address provided in your WWW browser to determine if you are still in the Modstream Website or have moved to another website.
Jurisdiction
Modstream controls and operates the Website from the company's headquarters in New York, New York, in the United States of America. Modstream in no way warrants or implies that the materials on the Website are appropriate for use outside of the United States. If you use the Website from a location outside of the United States, you are solely responsible for compliance with any applicable local laws. You may not use or export the materials on the Website in violation of U.S. export laws and regulations. Any claim relating to the Website or your use of it shall be governed by the internal substantive laws of the State of New York, without regard to its conflict of laws provisions, and you agree that jurisdiction and venue in any legal proceeding directly or indirectly arising out of or relating to the Website shall be exclusive in the state or federal courts located in New York, New York, including the United States District Court for the Southern District of New York.
Modification of the Website and these Terms of Use
By providing Materials on the Website, Modstream does not promise that the Materials will remain available to you. Modstream is entitled to terminate all or any portion of the Website at any time, without notice to you. Modstream also reserves the right to change the terms, conditions, and notices under which the Website are offered, and your use of the Website following any such changes shall be deemed to constitute your consent to this Agreement and its modifications. You agree to regularly review this Agreement to verify whether it has been changed.
Information Use
Any communication or material you transmit to any Website by electronic mail or otherwise, including any data, questions, comments, suggestions, or the like, is and will be treated as non-confidential and non-proprietary. Anything you transmit or post may be used by Modstream or its affiliates for any purpose, including but not limited to reproduction, disclosure, transmission, publication, broadcast, and posting. Furthermore, Modstream is free to use any ideas, concepts, know-how or techniques contained in any communication you send to any Website for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products using such information.
Modstream makes commercially reasonable efforts to safeguard individual Website users’ personal information. Nevertheless, Modstream cannot ensure that these measures will provide perfect security. Modstream will not be responsible or liable for damage, pecuniary or otherwise, caused by a third party’s unauthorized access to or use of your information.
You will not use the Website or any services provided on the Website in any manner, or in connection with any content, data, hardware, software of other materials provided by or on behalf of You or any person accessing the Website under your authority that (1) infringes upon or violates any patent, copyright, trade secret, trademark, or other intellectual property right of any third party, or (2) violates any applicable international, federal, state or local law, rule, legislation, regulation of ordinance, including, without limitation, the Communications Decency Act of 1996, as amended.
In using the Website to conduct transactions, you may acquire access to others’ personal information, such as names and addresses. Your use of the Website constitutes your agreement to respect others’ privacy with respect to personal information. You may not, under any circumstances, release others’ personal information to third parties, including your employees who have no need for the information, without the written consent of both Modstream and the person or persons whose personal information you intend to forward. You may not, under any circumstances, use personal information obtained from the Website to send unsolicited email, facsimile transmissions, or spam, even if the person to whom you intend to send unsolicited email or spam has communicated with you in the past. You agree to immediately notify Modstream of any release or breach of any third party’s personal information (including name, address, phone numbers, email addresses, account numbers, investment histories, or social security number) that occurs as a result of use of the Website under your user name.
You may not use any device, software, or process to interfere or attempt to interfere with any function of the Website. You may not deliberately, willfully, or negligently take any action that overloads, places an unreasonable burden on, or otherwise diminishes (in any significant way) the functionality or responsiveness of the Website or its infrastructure. Modstream will be the sole arbiter of what is an “unreasonable” burden or a “significant” diminution of the Website’s functionality and/or responsiveness. Any attempt to alter information posted on the Website or to interfere with the functions of the Website will result in immediate termination of your right to access the Website and may also render you liable for civil and/or criminal penalties.
Information Gathered
We do not share any of the personal information you provide to us with any third party other than service providers of ours who assist us in providing the information and/or services we are providing to you. To the extent that we do share your personal information with a service provider, we will endeavor to ensure that party has agreed to comply with our privacy standards as described in these Terms of Use. The information gathered from our users through inquiry forms on the Website is used to provide quality services to our consumers. Modstream will make reasonable efforts to protect our users and partners from privacy violations.
Log Files
Modstream periodically collects log files, including IP addresses, from our server. These files give a general picture of who is visiting the Website and which pages are being viewed most often. This information is collected to assist us in the maintenance and administration of the Website. Log files are collected mainly for research purposes to see what pages are of most interest and use to current and potential clients as well as to gather demographic, geographic and psychographic trends. Modstream reserves the right to make changes to this policy's description of log files use at anytime.
Cookies
Modstream uses “cookie” technology that allows our servers to deposit codes on a visitor's computer. This information helps determine the number of visitors to the Website on an ongoing basis and the types of Internet browsers (e.g., Mozilla Firefox or Internet Explorer) and operating systems (e.g., Windows or Mac) used by the Website’ visitors. This information is used to enhance your online visits.
Miscellaneous
If any provision of this agreement is unlawful, void or unenforceable, the remaining provisions of the agreement will remain in place. This is the entire agreement between you and Modstream regarding all aspects of your use of the Website.