TERMS OF USE
These Terms of Use set forth the standards of use of this website
located at cystecsolutions.com (the “Cystec Solutions Website”), which
is operated by Cystec Solutions Inc, (“Cystec Solutions Inc”), and
those websites that Cystec Solutions Inc controls, hosts, and/or
maintains (the Cystec Solutions Website, together with the other
websites, collectively, the “Website”), the hypertext links to other
websites contained on the Website, and other online resources accessible
via the Website. By browsing, accessing, linking, using, uploading
information to the Website, and/or downloading information from the
Website, you agree to these Terms of Use. If you are using the Website
on behalf of another person, you represent that you are authorized to
accept these Terms of Use on that person’s behalf. Cystec Solutions Inc
reserves the right, at any time, to modify, alter, or update these Terms
of Use. Modifications shall become effective immediately on being posted
on the Website. Your continued use of the Website after amendments are
posted constitutes an acknowledgement and acceptance of the Terms of Use
and its modifications. Except as provided in this paragraph, these Terms
of Use may not be amended.
1. Disclaimer of Warranties
You expressly agree that use of the Website, including browsing,
downloading, and otherwise obtaining content from the Website, is at
your sole risk. The Website and Website Content (as defined below) are
provided on an “as is” and “as available” basis and “with all faults.”
To the fullest extent permitted by applicable law, Cystec Solutions Inc
makes no representations or warranties of any kind, express or implied,
regarding the use or the results of the Website or Website Content in
terms of its correctness, accuracy, reliability, or otherwise. Cystec
Solutions Inc shall have no liability for any interruptions, errors,
computer viruses or other harmful components in the use of this Website.
Cystec Solutions DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES WITH REGARD
TO THE WEBSITE, WEBSITE CONTENT AND THE INFORMATION PROVIDED, INCLUDING
THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE AND WARRANTIES OF NONINFRINGEMENT. THIS INCLUDES LOSS OF DATA OR
PROFIT ARISING OUT OF THE USE OR THE INABILITY TO USE WEBSITE AND
WEBSITE CONTENT. Cystec Solutions Inc DOES NOT WARRANT THAT ANY WEBSITE
CONTENT OR INFORMATION ACCESSED THROUGH THE WEBSITE WILL BE CONTINUOUS,
UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE
WEBSITE, WEBSITE CONTENT, OR THE SERVER THAT MAKES IT AVAILABLE IS FREE
OF VIRUSES OR OTHER HARMFUL COMPONENTS.
2. Limitations of Liability
IN NO EVENT SHALL Cystec Solutions Inc OR ANY OF ITS PARENTS,
SUBSIDIARIES, AFFILIATES, MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES,
AGENTS, REPRESENTATIVES, SPONSORS OR SERVICE PROVIDERS BE LIABLE TO YOU
OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL,
INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES, OR DAMAGES FOR LOST PROFITS,
LOSS OF REVENUE, OR LOSS OF USE, ARISING OUT OF OR RELATED TO ANY USE OF
THE WEBSITE OR THE INFORMATION CONTAINED IN IT, THE ACCURACY,
COMPLETENESS, OR CONTENT OF THE WEBSITE, THE SERVICES FOUND AT THE
WEBSITE OR ANY SITES LINKED TO THE WEBSITE, ANY VIRUSES, WORMS, BUGS, OR
TROJAN HORSES THAT MAY BE TRANSMITTED TO OR FROM THE WEBSITE OR ANY
SITES LINKED TO THE WEBSITE, ANY USER CONTENT (AS DEFINED BELOW), OR THE
INABILITY TO USE THE WEBSITE, WHETHER SUCH DAMAGES ARISE IN CONTRACT,
NEGLIGENCE, TORT, UNDER STATUTE, IN EQUITY, AT LAW, OR OTHERWISE, EVEN
IF Cystec Solutions Inc OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. Some jurisdictions do not allow for the
limitation or exclusion of liability for incidental or consequential
damages. In those jurisdictions, Cystec Solutions Inc’s liability is
limited to the greatest extent permitted by law. You also specifically
acknowledge that in no event shall Cystec Solutions Inc’s total
aggregate liability to you exceed the total amount paid by you for the
particular services that are the subject of your claim against Cystec
Solutions Inc, if any.
3. Accounts
You may have the option to create an account to participate in certain
features of the Website. If you create an account, you agree to provide,
maintain and update true, accurate, current, and complete information
about yourself in the registration process. You shall not impersonate
any person or entity or misrepresent your identity or affiliation with
any person or entity, including using another person’s username,
password or other account information, or another person’s name,
likeness, voice, image or photograph. You also agree to promptly notify
Cystec Solutions Inc with any questions of any unauthorized use of your
username, password, other account information, or any other breach of
security that you become aware of involving or relating to the Website.
4. Warranty and Indemnification
You warrant and represent that your use of the Website will comply with
these Terms of Use. You further warrant and represent that all content
added to the Website by or at the behest of you or your agents or
representatives, including, without limitation, messages, recipes, text,
illustrations, files, images, graphics, photos, comments, sounds, music,
videos, information, content, and/or other materials (“User Content”) is
free of third-party claims and does not infringe the rights of any third
party. By adding or uploading User Content, you warrant and represent
that you own or otherwise control all rights to the User Content. You
agree to indemnify and hold Cystec Solutions Inc and its parents,
subsidiaries, affiliates, members, officers, directors, employees,
agents, representatives, sponsors and service providers harmless from
any claim, demand, liability, loss, damages, or cause of action,
including reasonable attorneys’ fees and costs, made by any third party
due to or arising out of your breach of the warranties and
representations herein, your use of the Website, the violation of these
Terms of Use, or infringement by you, or other user of the Website using
your computer, of any intellectual property or any other right of any
person or entity. You will cooperate as fully as reasonably required in
the defence of any claim. Cystec Solutions Inc reserves the right, at
its own expense, to assume the exclusive defence and control of any
matter otherwise subject to indemnification by you, and you will not in
any event settle any such matter without Cystec Solutions Inc’s official
written consent.
5. User Content
Cystec Solutions Inc is not responsible or liable for any User Content
on the Website. User Content does not express the views of Cystec
Solutions Inc. Cystec Solutions Inc does not guarantee that it will edit
or delete User Content. Cystec Solutions Inc has the right, but not the
obligation to monitor User Content. Cystec Solutions Inc reserves the
right to reveal your identity (or whatever information Cystec Solutions
Inc knows about you) if a complaint or legal action arises from your
behavior. Unless otherwise specified, Cystec Solutions Inc does not
claim ownership of the User Content on the Website. You acknowledge that
Cystec Solutions Inc is not responsible for the accuracy of any User
Content and that you and not Cystec Solutions Inc are solely responsible
for any User Content you post or upload to the Website. The User Content
is not intended to, nor does it constitute legal, professional, medical
or healthcare advice or diagnosis, and may not be used for such
purposes. Cystec Solutions Inc provides this Website for entertainment,
informational, educational and promotional purposes only. You may not
rely on any information and opinions expressed on the Website for any
other purpose. It is your responsibility to evaluate the accuracy,
timeliness, completeness, or usefulness of the content on this Website.
Under no circumstances will Cystec Solutions Inc be liable for any loss
or damage caused by your reliance on any content on this Website. You
acknowledge that public forums offered on the Website are for public and
not private communications. You are and shall remain solely responsible
for the content you post on these forums and the Website and for the
consequences of submitting and posting the same. You should be sceptical
about information provided by others, and you acknowledge that the use
of any content posted on the Website is at your own risk. By posting or
uploading User Content to this Website, you are granting Cystec
Solutions Inc permission to use the User Content in connection with the
Website. By submitting User Content, you also grant Cystec Solutions Inc
the right, but not the obligation, to use your biographical information,
including, without limitation, your name and geographical location in
connection with broadcast, print, online, or other use or publication of
your User Content. Notwithstanding the foregoing, you waive any and all
claims you may now or later have in any jurisdiction to so-called “moral
rights” with respect to the User Content. Cystec Solutions Inc may
discontinue operation of the Website, or your use of the Website, in
either case in whole or in part, in its sole discretion. You have no
right to maintain or access your User Content on the Website, and Cystec
Solutions Inc has no obligation to return your User Content or otherwise
make it available to you. The rights granted by you hereunder may not be
terminated, revoked or rescinded and are not subject to reversion. If
you become aware that User Content you have submitted includes any
material for which you lack the unrestricted right to grant Cystec
Solutions Inc the rights set forth above without obligations or
liability to any party, you agree to promptly provide Cystec Solutions
Inc with the proper information pursuant to the procedures outlined in
Cystec Solutions Inc’s Intellectual Property Policy.
6. Compliance with Laws and Prohibited Uses
You assume all knowledge of applicable law and are responsible for
compliance with all such laws. You may not use the Website in any way
that violates applicable state, federal, or international laws, or
regulations, including, without limitation, the Can-Spam Act of 2003, or
other government requirements. You shall not post, submit to, advertise,
display, or transmit through the Website any material that: Violates or
infringes in any way on the rights of others, including, without
limitation, any copyright, trademark, patent, trade secret, moral right
or other intellectual property, personal, contractual, proprietary or
other third-party right, whether of Cystec Solutions Inc or of any other
person or entity; Impersonates another person or entity or is unlawful,
threatening, abusive, defamatory, untrue, invasive of privacy or
publicity rights, vulgar, obscene, profane, pornographic, lewd, filthy,
excessively violent, harassing or otherwise objectionable; Constitutes,
enables, or encourages conduct that would constitute a criminal offense,
give rise to civil liability or otherwise violate any applicable local,
state, national or international law or regulation; includes personal
information such as messages that identify phone numbers, social
security numbers, account numbers, addresses, or employer references;
Contains a formula, instruction, or advice that could cause harm or
injury; is a chain letter, “spam,” data mine, or “bot” of any kind, or
facilitates mail abuse or unsolicited email of any type; Violates these
Terms of Use or Cystec Solutions Inc’s Privacy Policy, including,
without limitation, using e-mail addresses for any purpose other than
the transaction of business on the Website; The licensed use by Cystec
Solutions Inc would result in Cystec Solutions Inc having any obligation
or liability to any party; or Would result in Cystec Solutions Inc
having any obligation or liability to any party. Cystec Solutions Inc
expressly reserves the right to terminate and/or refuse any and all
service to you for violation of this Section or any of these Terms of
Use, such termination or refusal to be determined in Cystec Solutions
Inc’s sole discretion. Cystec Solutions Inc expressly reserves the right
to deny, cancel, terminate, suspend, lock, or modify access to (or
control of) the Website for any reason (as determined by Cystec
Solutions Inc in its sole and absolute discretion), including, without
limitation, the following: (i) to correct mistakes made by Cystec
Solutions Inc in offering or delivering any services, (ii) to comply
with court orders against you and/or your domain name or website and
applicable local, state, national and international laws, rules and
regulations, (iii) to comply with requests of law enforcement, including
subpoena requests, (iv) to comply with any dispute resolution process,
(v) to defend any legal action or threatened legal action without
consideration for whether such legal action or threatened legal action
is eventually determined to be with or without merit, or (vi) to avoid
any civil or criminal liability on the part of Cystec Solutions Inc, its
officers, directors, employees and agents, as well as Cystec Solutions
Inc’s affiliates, including, without limitation, instances where you or
any third party has sued or threatened to sue Cystec Solutions Inc with
regard to the Website.
7. Intellectual Property
Unless otherwise noted, all content on the Website is subject to
intellectual-property rights including copyrights and trademarks held or
licensed by Cystec Solutions Inc. Subject to these Terms of Use, Cystec
Solutions Inc grants you a non-exclusive, non-transferable, limited
right to access, use and view this Website and the information thereon,
including, without limitation, all text, software, scripts, source code,
API, files, designs, graphics, drawings, illustrations, images,
photographs, video clips, music and sounds, interactive features and/or
other materials and all trademarks, service marks and trade names used
at this Website and the selection and arrangements thereof
(collectively, the “Website Content”), solely for your own personal use,
provided, however, that you may not, nor may you allow others to,
directly or indirectly sell, license, rent, reproduce, download, modify
or attempt to modify or create derivative works from the Website Content
in any way or reproduce or publicly display, perform, transmit or
distribute or otherwise use the Website Content for any public or
commercial purpose, including, without limitation, use of the Website
Content on any other website or in any environment of networked
computers, or transfer the Website Content to any other person without
the prior written explicit consent of Cystec Solutions Inc. Except as
expressly provided herein, no license to use or reproduce the Website
Content is given to you and all intellectual property rights therein are
expressly reserved. Systematic retrieval of data or other Website
Content from this Website to create or compile, directly or indirectly,
a collection, compilation, database or directory without express prior
written permission from Cystec Solutions Inc is prohibited. For
information on how to submit copyright or intellectual-property
infringement claims or how to respond to such claims made against you,
please see Cystec Solutions Inc’s Intellectual Property Policy.
8. Submission of Information
Although Cystec Solutions Inc may provide certain security in an effort
to protect the electronic transmission of certain information that you
submit to Cystec Solutions Inc through this Website, Cystec Solutions
Inc does not guarantee the security of any information transmitted to or
from this Website, including to or from any third-party websites linked
to this Website. Submission of any financial (e.g. credit card) or other
information to this Website or to any third-party websites linked to
this Website is entirely at your own risk and responsibility.
9. Privacy Policy
Registration data, if any, and other information about you is subject to
Cystec Solutions Inc’s Privacy Policy. By using the Website, you consent
to the collection and use of this information in accordance with the
Privacy Policy.
10. Restrictions on Use by Minors
If you are under 18, you may use this Website only under the supervision
of a parent or legal guardian. This Website is not intended or designed
to attract children under the age of 13. Cystec Solutions Inc does not
collect personally identifiable information from any person Cystec
Solutions Inc actually knows is a child under the age of 13.
11. Denial of Access
Cystec Solutions Inc, for any reason and at its sole discretion, may
decide that any person shall be denied access to any part of the
Website. By agreeing to these Terms of Use, you agree to cease and
desist immediately from any attempt to access the Website upon issuance
of a denial.
12. Modifications and Interruption to Service
Cystec Solutions Inc will in good faith endeavor to provide
uninterrupted service to the Website, but you acknowledge and accept
that Cystec Solutions Inc does not guarantee continuous, uninterrupted
or secure access to the Website, and operation of the Website may be
interfered with or adversely affected by numerous factors or
circumstances outside of Cystec Solutions Inc’s control.
13. Third Parties and Third-Party Sites
The Website may include links to other sites on the Internet that are
owned, operated, and/or maintained by online merchants and other third
parties or advertisements by third parties. You acknowledge that Cystec
Solutions Inc is not responsible for the availability of, or the content
located on or through, any third-party site and that your use of these
third-party sites is at your own risk and that it is your responsibility
to take all protective measures to guard against viruses and other
destructive elements. Cystec Solutions Inc is not responsible for the
content, operation or privacy practices of these other websites, nor
does it operate, control, or endorse the content found on these
third-party websites. You should contact the site administrator or
webmaster for those third-party sites if you have any concerns regarding
such links or the content located on such sites. Your use of those
third-party sites is subject to the terms of use and privacy policies of
each site, and Cystec Solutions Inc is not responsible therein. If a
third-party links to the Website, it is not necessarily an indication of
an endorsement, adoption, authorization, sponsorship, affiliation, joint
venture or partnership by or with Cystec Solutions Inc or the Website.
Cystec Solutions Inc makes no warranties or representations whatsoever
with regard to any product provided or offered by any vendor or other
third party, and you acknowledge that any reliance on representations
and warranties provided by any vendor or other third party shall be at
your own risk. You assume sole responsibility for your use of
third-party links. Cystec Solutions Inc is not liable to you for any
loss or damage of any sort incurred as a result of your dealings with
any third-party or their website. If there is a dispute between persons
accessing the Website or between persons accessing the Website and any
third party, you understand and agree that Cystec Solutions Inc is under
no obligation to become involved. If there is such a dispute, you hereby
release Cystec Solutions Inc and its parents, subsidiaries, affiliates,
members, officers, directors, employees, agents, representatives,
sponsors and service providers from claims, demands, and damages of
every kind or nature arising out of, relating to, or in any way
connected with such dispute.
14. Governing Jurisdiction of the Courts of Tennessee
The Website is operated and provided in the State of Tennessee. As such,
Cystec Solutions Inc is subject to the laws of the State of Tennessee.
Any legal issues arising from or related to your use of the Website
shall be construed in accordance with, and all questions with respect
thereto shall be determined by, the laws of the State of Tennessee
applicable to contracts entered into and wholly to be performed within
Tennessee. The state and federal courts of Nashville County, Tennessee,
shall be the exclusive forum and venue to resolve disputes arising out
of or relating to these Terms of Use or the use of or visit to the
Website. By using the Website, and thereby agreeing to these Terms of
Use, you consent to personal jurisdiction and venue in the state and
federal courts in Nashville County, Tennessee, with respect to all such
disputes. Cystec Solutions Inc makes no representation that the Website
is appropriate, legal or available for use in other locations.
Accordingly, if you choose to use the Website, you agree to do so
subject to the internal laws of the State of Tennessee.
15. Other Terms
If any provision of these Terms of Use shall be unlawful, void, or
unenforceable for any reason, the other provisions (and any partially
enforceable provision) shall not be affected thereby and shall remain
valid and enforceable to the maximum possible extent. These Terms of Use
shall apply in addition to, and shall not be superseded by, any other
written agreement between Cystec Solutions Inc and you in relation to
the Website. Cystec Solutions Inc’s failure to insist on or enforce
strict performance of any provision of these Terms of Use shall not be
construed as a waiver of any provision or right. The Privacy Policy and
the Intellectual Property Policy are binding parts of these Terms of
Use, and together with these Terms of Use constitute the entire
agreement between Cystec Solutions Inc and you with respect to your use
of this Website. Any cause of action you may have with respect to your
use of this Website or that is the subject of these Terms of Use must be
commenced within one (1) year after the claim or cause of action arises.
Company may suspend all services on seven (7) days written notice until
the amounts outstanding are paid in full. Client shall also reimburse
Company for all reasonable out-of-pocket expenses, approved in advance
by Client, that are actually incurred by Company in the performance of
the Services, including, for example, third-party license fees for fonts
or stock photography. If Client places the project on hold for more than
14 calendar days after completion of work, or Client is inaccessible or
unreachable for more than 14 calendar days without notice, the Services
will be temporarily suspended and the project will be subject to a
minimum on-hold fee of $100 per month they are unresponsive or unable to
provide necessary website assets (the “On-Hold Fee”) for website launch.
This On-Hold Fee covers the expenses incurred for Cystec Solutions Inc
to place the project on-hold and then to re-initiate the project, upon
Client’s request, for completion. Placing a project on hold does not
alleviate the Client from the financial responsibilities outlined in the
payment schedule as outlined within this Proposal. When Client is ready
to re-initiate the project, Client shall notify Cystec Solutions Inc
in-writing within 14 calendar days of their intent to release the
On-Hold Status, and upon successful receipt of the On-Hold Fee and any
outstanding balances due, re-initiation of the project will commence. If
you encounter a Website that you believe violates these Terms of Use,
please visit Cystec Solutions Inc Policies for instructions on how to
report such violation.