IMPORTANT! CAREFULLY READ THESE TERMS OF USE (THE “TERMS”), AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS, AND GOVERN YOUR USE OF WWW.NANOPHASE.COM. (the “Web Site”). This Web Site is owned and operated by Nanophase Technologies Corporation. (“Nanophase,” “Company” or “we,” “our,” or “us”). You agree to these Terms by accessing this Web Site. If you disagree with any of these terms or do not agree to be bound by all these terms, do not use this web site. The Web Site and its Content have been compiled for informational purposes only and are subject to change at any time without notice.
This Web Site and all of its current and future content, such as articles, opinions, other text, directories, guides, photographs, illustrations, images, digital video and audio clips, advertising copy, as well as the trademarks, logos, domain names, trade names, service marks, trade identities and any and all copyrightable material (including source and object code) and any other form of intellectual property (collectively, the "Content") are owned by or licensed to Nanophase or other authorized third parties and are protected as intellectual property or otherwise. Except as expressly set forth in these Terms, no rights (either by implication, estoppel or otherwise) are granted to you. You may not use the Content except as expressly set forth in these Terms. unauthorized use, copying, REPRODUCTION, MODIFICATION, REPUBLISHING, UPLOADING, DOWNLOADING, POSTING, TRANSMITTING, DISTRIBUTING, DUPLICATING OR ANY OTHER MISUSE OF ANY OF THE CONTENT IS STRICTLY PROHIBITED. Nanophase may add, change, discontinue, remove or suspend any of the Content at any time, without notice and without liability.
Except as may be expressly permitted by these Terms, you will not use any robot, spider, rover scraper, or any other data mining technology or automatic or manual process to monitor, cache, frame, mask, extract data from, copy or distribute the Content. Unless otherwise expressly authorized in these Terms, you further agree that you will not, in whole or in part, modify, frame, reproduce, archive, sell, lease, rent, exchange, create derivative works from, publish by hard copy or electronic means, publicly perform, display, disseminate, distribute, broadcast, retransmit, circulate to any third party or on any third-party web site, or otherwise use the Content in any way for any public or commercial purpose.
As used in these Terms, “Affiliates” means Nanophase’s affiliates (as defined under applicable securities laws), directors, officers, employees, commercial partners, agents, and assigns.
You agree not to:
Except as otherwise described in the Web Site’s Privacy Policy, anything you submit to Nanophase any through this Web Site or otherwise (whether solicited or unsolicited), including, without limitation any data, questions, comments, suggestions, or personal information, is and will be treated as non-confidential and non-proprietary. You hereby irrevocably assign to the Company and the Affiliates all right, title and interest in and to those submissions, including, without limitation, all intellectual property and proprietary rights that you may have in the submissions. You further agree that Nanophase and the Affiliates will have the unfettered right to use, reuse, modify, alter, display, archive, store, distribute, reproduce, disclose, transmit, publish, broadcast, or post any submissions or portions of any submissions in any form, media, software or technology of any kind now known or developed in the future for any purposes whatsoever including, without limitation, developing, manufacturing and marketing products using such information. You waive any moral rights you may have in and to any of your submissions, even if such material is altered or changed in a manner not agreeable to you. By submitting any content to the Company through this Web Site or otherwise, you represent that those submissions are accurate and original with you and do not infringe upon, misappropriate or violate the rights of any third parties, including, without limitation, any intellectual property rights, rights of publicity or privacy or any other proprietary rights. You agree to execute any documents and take all steps that Nanophase determines are necessary to affect the intentions of these Terms. You agree and understand that the Company is not obligated to use any submission you make to Nanophase through the Web Site.
The Internet may be subject to breaches of security. You should be aware that e-mail submissions over the internet may not be secure, and you should consider this before e-mailing the Company any information.
THE WEB SITE AND ALL MATERIAL CONTAINED ON IT ARE DISTRIBUTED “AS IS,” “AS AVAILABLE,” “WITH ALL FAULTS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF ANY THIRD PARTY RIGHT, FITNESS FOR A PARTICULAR PURPOSE, OR THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. YOU MAY HAVE OTHER RIGHTS WHICH VARY BY JURISDICTION. This Web Site may be temporarily unavailable due to maintenance or malfunction of computer equipment.
NANOPHASE AND THE AFFILIATES LIMIT THEIR LIABILITY IN CONNECTION WITH YOUR USE OF THE WEB SITE AS SET FORTH BELOW:
THE COMPANY and the Affiliates are not responsible for any damage to any user's computer, INCLUDING, WITHOUT LIMITATION, DAMAGE from any such security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line OR NETWORK failure or any other technical or other malfunction.
EXCEPT WHERE PROHIBITED: YOU AGREE THAT NANOPHASE AND THE AFFILIATES ARE NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, ECONOMIC, OR PUNITIVE DAMAGES), WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THIS WEB SITE) INCLUDING, WITHOUT LIMITATION, RESULTING IN ANY WAY FROM OR IN CONNECTION WITH: (1) THIS WEB SITE; (2) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY COMPANY OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR USE OF THE WEB SITE; (3) THE CONTENT; OR (4) ANY ERRORS OR OMISSIONS IN THE WEB SITE’S TECHNICAL OPERATION, EVEN IF THE COMPANY OR THE AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE WEB SITE CONTAINS FACTS, OPINIONS, VIEWS, STATEMENTS AND RECOMMENDATIONS OF THIRD PARTY INDIVIDUALS AND ORGANIZATIONS. THE WEB SITE DOES NOT REPRESENT OR ENDORSE THE ACCURACY, TIMELINESS, COMPLETENESS, OR RELIABILITY OF ANY FACTS, OPINIONS, VIEWS, STATEMENTS, RECOMMENDATIONS OR OTHER INFORMATION DISPLAYED, UPLOADED OR DISTRIBUTED THROUGH THE WEB SITE. YOU ACKNOWLEDGE THAT ANY RELIANCE UPON ANY SUCH FACTS, OPINIONS, VIEWS, STATEMENTS AND/OR RECOMMENDATIONS IS AT YOUR SOLE RISK AND THAT NEITHER NANOPHASE NOR THE AFFILIATES GIVE TAX, LEGAL OR INVESTMENT ADVICE OR ADVOCATE THE PURCHASE OR SALE OF ANY SECURITY OR INVESTMENT. IN NO EVENT WILL THE COMPANY OR THE AFFILIATES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. NOTWITHSTANDING ANY OTHER PROVISION IN THESE TERMS, IN NO EVENT AND UNDER NO CIRCUMSTANCES WILL NANOPHASE OR THE AFFILIATES BE LIABLE TO YOU FOR ANY REASON OR ANY CAUSE OF ACTION WHATSOEVER IN AN AMOUNT GREATER THAN ONE HUNDRED DOLLARS ($100).
By using this Web Site you agree to indemnify, defend and hold Nanophase and the Affiliates harmless from and against any actual or alleged claims, demands, causes of action, judgments, damages, losses, liabilities, and all costs and expenses of defense (including, without limitation, reasonable attorneys' fees and court costs) arising out of or relating to: (a) your breach of your representations; (b) your violation of these terms or any law, rule or regulation; (c) a claim that is based on your use of this Web Site and/or the Content; or (d) any content uploaded by you or through your computer to the Web Site or otherwise sent by you to the Company. You will cooperate as fully and reasonably as required by Nanophase or the Affiliates in the defense of any claim. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle any matter without the prior written consent of Nanophase.
This Web Site often provides links to third-party web sites and other resources that could be of interest to our users, including the web sites of our advertisers, and certain areas of the Web Site may allow you to conduct transactions or purchase goods or services through a third-party. Your dealings or communications through the Web Site with any party other than the Company are solely between you and that third party. Third-party web sites may have different privacy policies, terms and conditions, and business practices than we do. We do not endorse, verify, make any representations, or take responsibility for the content, truthfulness, accuracy, quality or completeness of the content or activities conducted on such web sites. If you decide to access and use third-party web sites, you understand, acknowledge, and agree that you do so at your own risk. You agree that NANOPHASE AND THE AFFILIATES WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, RESOURCES OR CONTENT AVAILABLE THROUGH SUCH THIRD PARTY DEALINGS OR COMMUNICATIONS, OR FOR ANY HARM RELATED THERETO, OR FOR ANY DAMAGE OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR USE OF OR RELIANCE ON THE CONTENT, ADVERTISING, OR BUSINESS PRACTICES OF ANY THIRD PARTY-WEB SITES. Any complaints, concerns or questions you may have relating to materials provided by third parties should be forwarded directly to the third parties.
Reference to any product, process, publication or service of any third party by trade name, domain name, trademark, service mark, logo, manufacturer or otherwise does not constitute or imply its endorsement or recommendation by Nanophase or the Affiliates. Views and opinions of users of this Web Site do not necessarily state or reflect those of the Company or the Affiliates. Neither Nanophase nor the Affiliates are responsible for the content or performance of other web sites to which this Web Site may be linked or from which this Web Site may be accessed. Users are requested to inform the Company of any errors of inappropriate material found on web sites to which this Web Site is or may be linked.
If you link to this Web Site, we require that you follow these guidelines. The link to this Web Site must not damage, dilute or tarnish the goodwill associated with any Company names or any other intellectual property, nor may the link create the false appearance that your web site and/or organization is sponsored by, endorsed by, affiliated or associated with Nanophase. You agree that you will not link to the Web Site from any source that is unlawful, abusive, indecent or obscene, that promotes violence or illegal acts, that contains expressions of racism, that is libelous, defamatory, scandalous, or inflammatory or is otherwise inappropriate. Under no circumstances may you "frame" this Web Site or alter its intellectual property or Content in any way. Nanophase reserves the right, in its sole discretion, to terminate a link with any web site that it deems inappropriate or inconsistent with the Web Site or these Terms.
Certain areas of the Web Site may require registration. The decision to provide registration information is purely optional; however, if you elect not to provide such information, you may not be able to access certain content or participate in certain features of the Web Site. When you provide information to the Web Site, you agree to provide only true, accurate, current and complete information. The Web Site’s practices governing your personal information are disclosed in its Privacy Policy.
If you register with the Web Site, you agree to accept responsibility for all activities that occur under your account or password, if any, and agree you will not sell, transfer or assign your membership or any membership rights. You are responsible for maintaining the confidentiality of your password, if any, and for restricting access to your computer so that others may not access the password protected portion of the Web Site using your name in whole or in part. Nanophase reserves the right to terminate membership and/or deny access to the Web Site to any person in its sole discretion.
Nanophase operates the Web Site in the United States. Information contained on the Web Site may not be appropriate or available for use in other locations, and access to this Web Site from territories where the content of the Web Site may be illegal is prohibited. If you access the Web Site from other locations, you do so on your own initiative and you are solely responsible for compliance with applicable laws. These Terms shall be construed and enforced in accordance with the laws of the State of Illinois, without regard to its conflicts of law principles and specifically will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, if otherwise applicable. Any cause of action filed by you with respect to the Terms and/or your use of this Web Site must be filed in the County of Cook, State of Illinois. You hereby consent and submit to the exclusive jurisdiction and venue of the courts located in the County of Cook, City Chicago, State of Illinois for any cause of action arising under these Terms or related to the Web Site.
We respect the intellectual property of others and we ask that our users to do the same. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. § 512, we have designated a copyright agent to receive notice of claims of copyright infringement on the Web Site. Our copyright agent who may be reached by email at copyrightagent@nanophase.com
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our copyright agent with the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. § 512: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (c) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (d) information reasonably sufficient to permit us to contact the complaining party; (e) a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
You agree to comply with all rules, laws, and regulations that are applicable to your use of the Web Site, including, without limitation, all applicable laws, rules, and regulations governing your transmission or use of any software or data. If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provision of these Terms, which will remain in full force and effect. The section titles in these Terms are for your convenience only and do not have any legal or contractual effect.
You understand and agree that Nanophase will determine your compliance with these Terms in its sole discretion. Any violation of these Terms may result in restrictions on your access to all or part of the Web Site and may be referred to law enforcement authorities. Nanophase’s failure to insist upon or enforce strict performance of any provision of this agreement shall not be construed as a waiver of any provision or right. No waiver of any of these terms and conditions shall be deemed a further or continuing waiver of such term or condition or any other term or condition. The Company reserves the right, in its sole discretion, to modify or discontinue this Web Site, or any portion of the Web Site without notice to you or any third party. Upon termination of your membership or access to the Web Site, or upon demand by Nanophase, you must destroy all materials obtained from this Web Site and all related documentation.
We reserve the right, in our sole discretion, to modify, alter, or otherwise change these Terms. We will post any changes to these Terms on this Web Site. Your continued use of this Web Site after the posting of any change in the Terms will constitute your acceptance to be bound by any such changes.
For questions or comments regarding these Terms or the Web Site please, contact privacy@nanophase.com
The Effective Date of these Terms is June 15, 2009