THE AGREEMENT: The use of this website provided by DigitalThink, LLC (hereinafter referred to as "DigitalThink") is subject to the following Terms & Conditions (hereinafter the "Agreement"), all parts and sub-parts of which are specifically incorporated by reference here. This Agreement shall govern the use of all pages on this website (hereinafter collectively referred to as "Website").
The parties referred to in this Agreement shall be defined as follows:
a) Company, Us, We: DigitalThink
b) You: You, as the user of the Website, will be referred to throughout this Agreement as “You”.
c) Parties: Collectively, the parties to this Agreement (DigitalThink and You) will be referred to as Parties.
2) ASSENT & ACCEPTANCE
By using the Website, You warrant that You have read and reviewed this Agreement and that You agree to be bound by it. If You do not agree to be bound by this Agreement, please leave the Website immediately. DigitalThink only agrees to provide use of this Website to You if You assent to this Agreement.
3) AGE RESTRICTION
You must be at least 18 (eighteen) years of age to use this Website. By using this Website, You represent and warrant that You are at least 18 years of age and may legally agree to this Agreement. DigitalThink assumes no responsibility or liability for any misrepresentation of Your age.
4) LICENSE TO USE WEBSITE
You are granted a limited, non-exclusive, revocable, non-sublicensable, and non-transferable license to access the Website according to this Agreement ("Limited License").
5) INTELLECTUAL PROPERTY
This Website contains trademarks, trade dress, servicemarks, copyrights, patents, ideas, processes, video, audio, text, know-how, expressions of ideas, code, algorithms, photos and other content (“Content”). All Content and the derivatives thereof are the property of DigitalThink, its affiliate or licensors. You agree not to reproduce, make available, create derivatives of, copy, publish, translate, download, ghost, take photos of, replicate, transmit, or distribute the Content in any way.
6) YOUR LICENSE GRANT TO US
You hereby grant DigitalThink a royalty-free, non-exclusive, perpetual, worldwide license to copy, display, use, broadcast, transmit and make derivative works of any content You publish, upload, or otherwise make available to the Website without any attribution rights for any purposes DigitalThink deems reasonable.
7) USER OBLIGATIONS
Not limiting the other obligations of this Agreement, You must
Always provide accurate information
Notify Us if you reasonably suspect a username or password has been compromised
Take appropriate steps to ensure the security of your username, password, and the Website Content,
Not share any logins you have with any other persons, including leaving such unexposed or letting others with view.
Notify us immediately in the case of any fraud or illicit behavior.
Taking reasonable actions to protect unauthorized access to this Website.
8) ACCEPTABLE USE and FURTHER USE RESTRICTIONS
Not limiting the Limited License or any restrictions and/or obligations of this Agreement, You further agree not to use the Website:
To harass, abuse, or threaten others or otherwise violate any person's legal rights;
For any illegal purpose;
Provide access for unauthorized individuals to this Website;
To violate any intellectual property rights of DigitalThink or any third party;
To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;
To create for yourself o any others competing services or goods of DigitalThink;
To publish or distribute any obscene or defamatory material;
To publish or distribute any material that incites violence, hate, or discrimination towards any group;
To unlawfully gather information about others.
To directly or indirectly copy or allow the copying of any material on the Website whether manually, or by scraping, robots, spiders, crawlers, deep-link, page-scrape or any other similar method.
To create directly or indirectly an unreasonable or disproportionate load on the Website.
To circumvent the normal navigation of the Website.
To access any unpublished content or pages of the Website.
To sell, rent, lease, license, make available, copy, distribute, sublicense, or assign the Website, the use of the Website, and/or Content;
9) PRIVACY INFORMATION
Any Personal Data (any information reasonably related to an individual) processed through this Website is subject to our Privacy and Cookies Policy which is hereby incorporated by reference.
You may purchase goods and/or services through this Website, or access such through this Website. Such purchase is subject to its own terms and conditions. If at any time you are not granted a specific right or license in this Agreement or any purchase agreement, you do not have such right or license.
11) NO THIRD-PARTY BENEFICIARIES
Nothing in this Agreement should be construed to create rights to any other persons other than the Parties.
You agree to defend and indemnify DigitalThink and any of its affiliates (if applicable) and hold Us harmless against any and all legal claims and demands, including reasonable attorney's fees, which may arise from or relate to Your use or misuse of the Website, Your breach of this Agreement, or Your NEGLIGENT or Unauthorized conduct or actions. You agree that DigitalThink shall be able to select its own legal counsel and may participate in its own defense, if DigitalThink wishes.
13) THIRD-PARTY LINKS & CONTENT
14) MODIFICATION & VARIATION
DigitalThink may from time to time modify this Agreement. You agree that DigitalThink has the right to modify this Agreement or revise anything contained herein. You agree to check for modifications each time you visit this Website. You further agree that all modifications to this Agreement are in full force and effect immediately upon posting on the Website and that modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement.
15) ENTIRE AGREEMENT
This Agreement constitutes the entire understanding between the Parties with respect to any and all use of this Website. This Agreement supersedes and replaces all prior or contemporaneous agreements or understandings, written or oral, regarding the use of this Website.
16) TERM, TERMINATION & SUSPENSION
DigitalThink specifically reserves the right to terminate this Agreement and/or suspend your access to the Website if You violate any of the terms outlined herein.
17) NO WARRANTIES
You agree that Your use of the Website is at Your sole and exclusive risk and provided by Us on an "As Is" basis. DigitalThink hereby expressly disclaims any and all express or implied warranties of any kind, including, but not limited to the implied warranty of fitness for a particular purpose and the implied warranty of merchantability. DigitalThink makes no warranties that the Website will meet Your needs or that the Website will be uninterrupted, error-free, or secure. DigitalThink also makes no warranties as to the reliability or accuracy of any information on the Website. You agree that any damage that may occur to You, through Your computer system, or as a result of loss of Your data from Your use of the Website is Your sole responsibility and that DigitalThink is not liable for any such damage or loss.
18) LIMITATION ON LIABILITY
DigitalThink is not liable for any damages that may occur to You as a result of Your use of the Website, to the fullest extent permitted by law. This section applies to any and all claims by You, including, but not limited to, DIRECT DAMAGES, lost profits or revenues, consequential or punitive damages, negligence, strict liability, fraud, or torts of any kind.
19) GENERAL PROVISIONS:
a) LANGUAGE: All communications made or notices given pursuant to this Agreement shall be in the English language.
b) JURISDICTION, VENUE & CHOICE OF LAW: Through Your use of the Website, You agree that the laws of the State of Wyoming shall govern any matter or dispute relating to or arising out of this Agreement, as well as any dispute of any kind that may arise between You and DigitalThink, with the exception of its conflict of law provisions.
c) ARBITRATION: In case of a dispute between the Parties, the Parties shall then submit the dispute to binding arbitration. Each Party shall pay their own costs and fees. Claims necessitating arbitration under this section include, but are not limited to: contract claims, tort claims, claims based on Federal and state law, and claims based on local laws, ordinances, statutes or regulations. Intellectual property claims by DigitalThink will not be subject to arbitration and may, as an exception to this sub-part, be litigated. The Parties, in agreement with this sub-part of this Agreement, waive any rights they may have to a jury trial in regard to arbitral claims.
d) ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by You. Should this Agreement, or the rights granted hereunder, by assigned, sold, leased or otherwise transferred by DigitalThink, the rights and liabilities of DigitalThink will bind and inure to any assignees, administrators, successors, and executors.
e) SEVERABILITY: If any part or sub-part of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and sub-parts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force.
f) NO WAIVER: In the event that We fail to enforce any provision of this Agreement, this shall not constitute a waiver of any future enforcement of that provision or of any other provision. Waiver of any part or sub-part of this Agreement will not constitute a waiver of any other part or sub-part.
g) HEADINGS FOR CONVENIENCE ONLY: Headings of parts and sub-parts under this Agreement are for convenience and organization, only. Headings shall not affect the meaning of any provisions of this Agreement.
h) NO AGENCY, PARTNERSHIP OR JOINT VENTURE: No agency, partnership, or joint venture has been created between the Parties as a result of this Agreement. No Party has any authority to bind the other to third parties.
i) FORCE MAJEURE: DigitalThink is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
j) ELECTRONIC COMMUNICATIONS PERMITTED: Electronic communications are permitted to both Parties under this Agreement, including e-mail or fax. For any questions or concerns, please email Us at the following address: firstname.lastname@example.org.