- ACCESS TO THE WEBSITE. The www.nuarxinc.com website and domain name and all other websites and domain names affiliated with NuArx, and any other linked pages, features, content, or services offered from time to time by NuArx in connection therewith (collectively, the “Website”) are owned and operated by NuArx. NuArx may change, suspend or discontinue the Website at any time, including the availability of any feature, database, or content, without notice or liability. NuArx reserves the right, in its sole discretion, to modify this Agreement at any time by posting an updated version on the Website, or by sending you a notice via email or postal mail. You are responsible for reviewing and becoming familiar with any such modifications. Your use of the Website following such modification constitutes your acceptance of this Agreement as modified. You represent and warrant to NuArx that: (i) if you are an individual (i.e., not a corporation), you are of legal age to form a binding contract; (ii) all registration information you submit is accurate and truthful; and (iii) you will maintain the accuracy of such information. You also certify that you are legally permitted to use and access the Website and take full responsibility for your use of and access of the Website. This Agreement is void where prohibited by law, and the right to access the Website is revoked in such jurisdictions.
- WEBSITE CONTENT.
The Website and its contents are intended solely for the personal, non-commercial use by Website users and may only be used in accordance with the terms of this Agreement. All materials displayed or performed on the Website (collectively, the “Content”) are protected by copyright. NuArx, nuarxinc.com and other marks indicated on our Website are trademarks of NuArx and most such trademarks are registered in the United States and internationally. You shall abide by all copyright notices, trademark rules, information, and restrictions contained in any Content accessed through the Website, and shall not use, download, store, reproduce, modify, translate, publish, distribute, perform, upload, display, license, create derivative works based on, sell, link to, or otherwise exploit for any purposes whatsoever the Website or any Content, mark, or third party submissions or other proprietary rights not owned by you, (i) without the express prior written consent of the respective owner(s), and (ii) in any way that violates any third party right.
- YOUR WARRANTY. You warrant, represent and agree that you will not contribute any Content or otherwise use the Website in a manner that (i) infringes or violates the intellectual property rights or proprietary rights, or rights of publicity or privacy, or other rights of any third party; (ii) violates any law, statute, ordinance or regulation; or (iii) is harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, or otherwise objectionable. NuArx reserves the right to remove any Content from the Website at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if NuArx is concerned that you may have breached the immediately preceding sentence), or for no reason at all. You, not NuArx, remain solely responsible for all Content that you upload, post, email, transmit, or otherwise disseminate using, or in connection with, the Website, and you warrant that you possesses all rights necessary to provide such Content to NuArx and to grant NuArx the rights to use such information in connection with the Website and as otherwise provided herein.
- OTHER RESTRICTIONS. You are responsible for all of your activity in connection with the Website. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of your right to access the Website. You may not post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any user. Use of the Website to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material including that which NuArx deems to be threatening or obscene, or engage in any kind of illegal activity is expressly prohibited. You will not run any form of auto-responder, or “spam” on the Website, or any processes that run or are activated while the you are not logged on or that otherwise interfere with the proper working of, or place an unreasonable load on, the Website infrastructure. Further, the use of manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Website is strictly prohibited. You will be responsible for withholding, filing, and reporting all taxes duties and other governmental assessments associated with your activity on the Website.
- WARRANTY DISCLAIMER. THE CONTENT, WEBSITE AND ANY SERVICES AND SOFTWARE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, ALL OF WHICH ARE HEREBY DISCLAIMED. Some states do not allow limitations on how long an implied warranty lasts, so the above limitations may not apply to you. Although NuArx has attempted to provide accurate information on the Website, NuArx assumes no responsibility for the accuracy or completeness of the information or any Content. NuArx may change the programs, services or products mentioned on the Website at any time without notice, but NuArx makes no commitment to update such programs, services or products in any respect. Mention of non-NuArx products or services is for information purposes only and constitutes neither an endorsement nor a recommendation.
- REGISTRATION AND SECURITY. As a condition to using the Website, you may be required to register with NuArx and select a password and user name (“NuArx User ID”). You shall provide NuArx with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of this Agreement, which may result in immediate termination of your account. You may not (i) select or use as an NuArx User ID a name of another person with the intent to impersonate that person; or (ii) use as a NuArx User ID a name subject to any rights of a person other than you without appropriate authorization. NuArx reserves the right to refuse registration of, or cancel a NuArx User ID in its discretion. You shall be responsible for maintaining the confidentiality of your password.
- INDEMNITY. You will indemnify and hold NuArx, its parents, subsidiaries, affiliates, officers and employees, harmless, from and against any and all claims, demands, actions, losses, liabilities, damages, attorneys’ fees and costs incurred based upon or arising out of your use of or access to the Website, the violation of this Agreement by you, or the infringement by you, or any third party using the your account, of any intellectual property or other right of any person or entity.
- LIMITATION OF LIABILITY. IN NO EVENT SHALL NUARX OR ITS SUPPLIERS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE WITH RESPECT TO THE WEBSITE OR THE SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY (I) FOR ANY AMOUNT IN THE AGGREGATE IN EXCESS OF THE LESSER OF THE FEES PAID BY YOU THEREFOR OR $100; (II) FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER; (III) FOR DATA LOSS OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR (IV) FOR ANY MATTER BEYOND NUARX’S REASONABLE CONTROL. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations and exclusions may not apply to you.
- FEES AND PAYMENT. NuArx reserves the right to require payment of fees for certain features. You shall pay all applicable fees, as described on the Website in connection with such features selected by you.
- THIRD PARTY WEBSITES. The Website may contain links to third party websites that are not owned or controlled by NuArx. When you access such websites, you do so at your own risk. NuArx is not responsible or liable for the accuracy, availability or reliability of any information, goods, data, opinions, or statements made available on these websites, or for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such third party website. NuArx provides these links merely as a convenience and the inclusion of such links does not imply an endorsement or recommendation.
- TERMINATION. This Agreement shall remain in full force and effect while you use the Website. You may terminate your use of the Website or your registration at any time by following the instructions on the Website. NuArx may terminate your access to the Website or your registration at any time, for any reason, and without warning, which may result in the forfeiture and destruction of all information associated with your registration. NuArx may also terminate or suspend any and all features and access to the Website immediately, without prior notice or liability, if you breach any of the terms or conditions of this Agreement. Any fees paid hereunder are non-refundable. Upon termination of your account, your right to use or access the Website, and any Content will immediately cease. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
- MISCELLANEOUS. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by you except with NuArx’s prior written consent. NuArx may transfer, assign or delegate this Agreement and its rights and obligations without consent. This Agreement shall be governed by and construed in accordance with the laws of the State of Michigan without regard to the conflict of laws provisions thereof. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in Michigan using the English language in accordance with the commercial arbitration rules and procedures of the American Arbitration Association then in effect, except that each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. Judgment upon the award so rendered may be entered in a court having jurisdiction. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and you do not have any authority of any kind to bind NuArx in any respect whatsoever.
- COPYRIGHT DISPUTE POLICY.