1. Acceptance of Terms.
By accessing and using the Site, you accept and agree to be legally bound by the terms and conditions contained in these Terms. If you do not agree to these Terms, you should not access or use the Site.
a. Changes to Terms.
UL reserves the right to modify, amend, update, or delete these Terms at any time and for any reason without notice to you. Any such modifications, amendments, updates or deletions will be effective immediately upon posting. Your continued use of the Site after such posting shall be deemed to constitute acceptance by you of the changes. Also, UL may change or discontinue any aspect, service or feature of the Site (e.g., content, availability, etc.) at any time.
2. Scope of Use.
The Site is provided for your personal information and non-commercial use. The commercial use, reproduction, transmission or distribution of any information, software or other material made available through the Site without the prior written consent of UL is strictly prohibited. You agree to use the Site only for purposes that are lawful and permitted by the Terms. You specifically agree not to access (or attempt to access), or systematically retrieve data from, any part of the Site through any automated means (including use of scripts, bots or web crawlers). Gathering data from the Site through harvesting or automated means is strictly prohibited. You agree that you will not engage in any activity that interferes with or disrupts the Site or interferes with any other party's use and enjoyment of the Site.
a. User Content.
The Site may contain message boards and other areas where you may post or upload messages or other user-generated content such as video, photos, blogs, comments, or other materials (collectively, "User Content"). You are solely responsible for all User Content you upload or post to the Site. UL does not control the User Content and, as such, does not guarantee the accuracy, integrity or quality of such User Content. In no event shall UL assume or have any responsibility or liability for any User Content or for any claims, damages or losses resulting from their use and/or appearance on this Site. You hereby represent and warrant that you have all necessary rights in and to all User Content you provide and all information it contains and that such User Content shall not infringe, violate or misappropriate any intellectual property or other rights of third parties or contain any libelous, tortious, or otherwise unlawful information. You acknowledge that UL may or may not pre-screen User Content, but that UL and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or remove any User Content that is available on the Site. Without limiting the foregoing, UL and its designees shall have the right to remove any User Content that violates these Terms or is otherwise objectionable.
UL does not claim ownership of any User Content you post, submit or upload to the Site. By submitting, posting or uploading User Content to the Site, you automatically and hereby grant to UL, its affiliates and subsidiaries a worldwide, royalty-free, perpetual, irrevocable, non-exclusive, transferable right and license to use, publish, perform, display, exhibit, reproduce, modify, adapt, edit, translate, create derivative works from, incorporate into other works, distribute, sublicense and otherwise exploit such User Content (in whole or in part) in any form, media or technology now known or hereafter developed. You also permit any other user to access, view, store or reproduce the User Content for that user's personal use.
If you post or upload any User Content to the Site, you further agree to the following rules of conduct:
• You agree not to post or upload any User Content that violates or infringes in any way upon the rights of others, including any statements which may defame, harass, stalk or threaten others;
• You agree that if necessary, you have the consent of each and every identifiable person in any User Content you upload or post to use such person's name or likeness in the manner contemplated by the Site;
• You agree not to post or upload any User Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
• You agree not to post or upload any User Content that violates any law or engage in activity that would constitute a criminal offense or give rise to a civil liability;
• You agree not to post or upload any User Content that advocates or provides instruction on illegal activity or discuss illegal activities with the intent to commit them;
• You agree not to post or upload User Content which contains advertising, marketing or any solicitation for products or services, or any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
• You agree not to impersonate any person or entity, including, but not limited to, any UL employee, or falsely state or otherwise misrepresent your affiliation with any person or entity;
• You agree not to "stalk" or otherwise harass another;
• You agree not to collect or store personal data about other users or otherwise violate another user's privacy;
• You agree not to post or upload any User Content that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
• You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purpose, any portion of the Site; and
• You agree not to upload or post any User Content that violates, infringes or misappropriates any third party's copyright, trademark, trade secret, right of publicity or other intellectual property or proprietary right. You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, trade secrets, rights of publicity or other proprietary rights or any other harm resulting from such a submission. Any person determined by UL, in its sole discretion, to have violated the rights of others shall be barred from submitting or posting any further material on the Site.
b. Suggestions submitted to UL through the Site.
By submitting ideas, suggestions, documents, and/or proposals ("Suggestions") to UL through the Site, you acknowledge and agree that: (a) your Suggestions do not contain confidential or proprietary information; (b) UL is not under any obligation of confidentiality, express or implied, with respect to the Suggestions (c) UL may use or disclose (or choose not to use or disclose) your Suggestions for any purpose, in any way, in any media worldwide; (d) UL may have something similar to the Suggestions already under consideration or in development; (e) your Suggestions automatically become the property of UL without any obligation of UL to you and you hereby assign to UL all right, title and interest (including all intellectual property rights) in such Suggestions; and (f) you are not entitled to any compensation or reimbursement of any kind from UL under any circumstances.
3. Intellectual Property.
You acknowledge that the Site contains text, software, logos, slogans, photos, video, graphics, music and sound, and other content (collectively "Content") that is protected by copyright, trademark, trade dress, patent, trade secret and/or other intellectual or proprietary rights. The Content and all rights therein is the exclusive property of UL or its licensors. Without limiting the generality of the foregoing, UL owns copyright in the selection, coordination, arrangement and enhancement of such Content, as well as in some or all of the content original to it. You may not copy, modify, decompile, reverse engineer, publish, distribute, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the Content in whole or in part without the express permission of UL and its licensors or as otherwise expressly permitted by applicable law. You acknowledge that you do not acquire any ownership rights in the Content by use of the Site.
You agree that all of UL's and its subsidiaries' and affiliates' trademarks, certification marks, trade names, service marks and other UL logos and brand features (collectively, "UL Marks") are the exclusive property of UL or its subsidiaries or affiliates. Without UL's prior written permission, you agree not to display or use the UL Marks in any manner. Without limiting the generality of the foregoing, nothing herein shall be construed as granting you any rights to use any UL certification marks.
4. Advertisements and Promotions.
UL may run advertisements and promotions from third parties on the Site. Your business dealings or correspondence with, or participation in promotions of, such third parties, and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. UL is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of third-party advertisers on the Site.
5. Copyright Compliance.
UL respects the rights of all copyright holders and has adopted and implemented a policy that provides for the termination, in appropriate circumstances, of users who infringe the rights of copyright holders. If you believe that your work has been copied or used in a way that constitutes copyright infringement, please provide UL the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. 512:
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. 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;
3. 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;
4. Information reasonably sufficient to permit us to contact the complaining party;
5. 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
6. 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.
For copyright inquiries under the Digital Millennium Copyright Act please contact UL at: email@example.com
In order to establish a hyperlink to the Site, you must contact UL to obtain UL's approval of the link. You may only use the text and images provided or approved by UL, in the manner and location specified by UL, and you must abide by the terms and conditions provided by UL at that time.
7. Disclaimer of Warranty; Limitation of Liability.
YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. UL, ITS SUBSIDIARIES AND AFFILIATES, AND EACH OF THEIR RESPECTIVE TRUSTEES, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, PARTNERS, CONTENT PROVIDERS AND LICENSORS EXPRESSLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO: (i) THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE; (ii) NON-INFRINGEMENT; (iii) THAT THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; AND (iv) WITH RESPECT TO THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SITE.
NEITHER UL, ITS SUBSIDIARIES AND AFFILIATES, EACH OF THEIR RESPECTIVE TRUSTEES, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, PARTNERS, CONTENT PROVIDERS OR LICENSORS ARE LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF USERS OF THE SITE OR THIRD-PARTIES AND THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT UL, ITS SUBSIDIARIES AND AFFILIATES, AND EACH OF THEIR RESPECTIVE TRUSTEES, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, PARTNERS, CONTENT PROVIDERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF UL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SITE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (v) ANY OTHER MATTER RELATING TO THE SITE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
You agree to indemnify and hold UL, its subsidiaries and affiliates, and each of their respective trustees, officers, employees, agents, contractors, partners, content providers and licensors harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of: (A) Content you submit, post, transmit, modify or otherwise make available through the Site; (B) your use of the Site; (C) your violation of these Terms; or (D) your violation of any rights of another.
UL may terminate, limit or suspend your access to the Site at any time without notice to you. Grounds for such termination, limitation of access or suspension include without limitation: (A) breaches or violations of these Terms; (B) requests by law enforcement or other government agencies; (C) discontinuance or material modification to the Site (or any part thereof); (D) unexpected technical or security issues or problems; and/or (E) engagement by you in fraudulent or illegal activities. Further, you agree that all terminations, limitations of access and suspensions for cause shall be made in UL's sole discretion and that UL shall not be liable to you or any third party for any termination of your account, any associated email address, or access to the Site.
By using this Site, you agree that: (1) any claim, dispute, or controversy you may have against UL arising out of, relating to, or connected in any way with these Terms or the Site, shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association ("AAA") and conducted before a single arbitrator pursuant to the applicable Rules and Procedures established by AAA ("Rules and Procedures"); (2) the arbitration shall be held at a location determined by AAA pursuant to the Rules and Procedures (provided that such location is reasonably convenient for you), or at such other location as may be mutually agreed upon by you and UL; (3) the arbitrator shall apply Tennessee law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (4) there shall be no authority for any claims to be arbitrated on a class or representative basis; arbitration can decide only your and/or UL's individual claims; and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; (5) in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, UL will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive; and (6) with the exception of subpart (4) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures established by AAA, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (4) is found to be invalid, unenforceable or illegal, then the entirety of this Arbitration Provision shall be null and void, and neither you nor UL shall be entitled to arbitrate their dispute. For more information on AAA and its Rules and Procedures, you may visit the AAA website at http://www.adr.org.
11. Privacy and Personal Information.
12. International Users
The Site is administered by UL from its offices in Franklin, Tennessee, United States. Any materials published on the Site may refer to products, programs, or services that are not available in your country. Consult your local UL business contact in this regard.
Furthermore, UL makes no representation that the Site is appropriate or available for use at other locations outside of the United States. Access to the Site from territories where the Site's content is illegal is prohibited.
You may not use the Site or export information and materials in violation of the export laws of the United States or any other country. If you access the Site from a location outside of the United States, you are responsible for compliance with all applicable laws.
a. Governing Law and Jurisdiction.
You and UL each agree that these Terms and the relationship between the parties shall be governed by the laws of the state of Tennessee, USA without regard to any conflict of law provisions or rules and that any and all claims, causes of action or disputes (regardless of theory) arising out of or relating to these Terms, or the relationship between you and UL, shall be brought exclusively in the courts located in Williamson County or the U.S. District Court for the Middle District of Tennessee. You and UL each agree to submit to the exclusive personal jurisdiction of the courts located within Williamson County or the Middle District of Tennessee, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.
b. Entire Agreement.
These Terms constitute the entire agreement between you and UL and governs your use of the Site, superseding any prior version of these Terms between you and UL with respect to the Site. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms. The section titles in these Terms are for convenience only and have no legal or contractual effect.
c. Separate Agreements.
You may have other agreements with UL or its affiliates or subsidiaries. Those agreements are separate and in addition to these Terms. These Terms do not modify, revise or amend the terms of any other agreements you may have with UL.
d. No Professional Advice.
The information available on the Site is intended to be a general information resource regarding the matters covered, and is not tailored to your specific circumstance. You should not construe this as legal, accounting or other professional advice. Use of the information on this Site is at your own risk.
e. Statute of Limitations.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
f. Waiver and Severability of Terms.
The failure of UL to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.