Copyright ©2004 BSTI
Privacy Statement
Terms of Service
1. Use
a. Grant. Business Services & Technologies, Inc. ("Company") grants to you ("Browser") a non-exclusive license to access and use web services in the bsti.com domain ("Domain") and corresponding documentation and materials (collectively "Products") according to the terms of this Agreement.
b. Copying. Browser may not make any copies of the Products, except for Browser’s use only.
c. Internal and Affiliate Use. Browser may use Products only to process or access Browser’s own data or the data of permitted licensees under this Agreement and only for Browser’s internal operations.
2. Term and Termination. The term of this Agreement starts on the Effective Date and continues for a perpetual term unless terminated earlier in accordance with this Section. Company may terminate Browser’s use only in the event of a material breach by Browser that is not cured within 30 days after the giving of notice by Company. However, no notice will be required in the event of a material breach by Browser of the confidentiality provisions of this Agreement or infringement of Company’s proprietary rights.
3. Limited Warranty and Remedy. Company warrants that the Domain will perform substantially in accordance with Company’s user documentation as that may change from time to time. Company does not warrant that the use of the Domain will be uninterrupted or error-free. COMPANY’S SOLE OBLIGATION AND BROWSER’S EXCLUSIVE REMEDY FOR ANY WARRANTY FAILURE IS THE CORRECTION OR REPLACEMENT, AT COMPANY’S OPTION, OF THE NONCONFORMING SERVICES OR PRODUCTS.
4. WARRANTY DISCLAIMER. THE WARRANTIES CONTAINED IN THIS AGREEMENT ARE EXCLUSIVE. THEY ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE.
5. LIMITATION OF LIABILITY.
a. Limitation. COMPANY SHALL HAVE NO LIABILITY FOR THIRD PARTY CLAIMS AND COMPANY’S LIABILITY AND THAT OF ITS AGENTS, REPRESENTATIVES AND EMPLOYEES TO BROWSER FOR DAMAGES WITH RESPECT TO THIS AGREEMENT, PRODUCTS, OR OTHER ITEMS OR SERVICES SHALL NOT EXCEED IN THE AGGREGATE THE FEES PAID UNDER THIS AGREEMENT. IN NO EVENT SHALL COMPANY HAVE ANY LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES INCLUDING, WITHOUT LIMITATION, LOST DATA, REVENUES, OR PROFITS. THE LIMITATIONS AND EXCLUSIONS IN THIS PARAGRAPH SHALL APPLY TO ALL CLAIMS OF EVERY NATURE, KIND AND DESCRIPTION, WHETHER ARISING FROM BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE OR OTHER TORT, OR OTHERWISE. DAMAGES AS LIMITED BY THIS PARAGRAPH IS BROWSER’S SOLE AND EXCLUSIVE ALTERNATIVE REMEDY IN THE EVENT THAT ANY OTHER REMEDY PROVIDED IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.
b. Force Majeure. Company will not be responsible for any delay or failure in performance caused by acts of God, any government, Company suppliers or any other cause beyond Company’s reasonable control.
6. Ownership and Confidentiality. As between Browser and Company, all Products remain Company’s sole and exclusive property and trade secret. Browser acquires neither title nor ownership rights in the Products. Browser agrees to take reasonable security precautions to prevent disclosure of Products or information learned from Products to third parties and to protect and maintain confidentiality for the benefit of Company and its other Browsers. Browser agrees to notify Company of any unauthorized disclosure promptly. If Browser learns information from the Domain about any other Browser of Company ("Third Party Information"), Browser shall not use, benefit, exploit, or communicate the Third Party Information. Browser agrees to promptly notify Company of any Third Party Information disclosure from the Domain. Browser shall not attempt to manipulate the Domain in any way that may allow Browser to obtain Third Party Information. Browser shall not do any act, whether intentional or not, that may cause the Domain to be unable to function properly. Browser will have no confidentiality obligation with regard to information to the extent it: (i) is generally disclosed by the disclosing party without restrictions on confidentiality, (ii) is rightfully supplied to the recipient by a third party without restrictions on confidentiality, or (iii) otherwise becomes generally publicly known without any fault on the part of the recipient. Injunctive relief, in addition to any other right or remedy, shall be an appropriate remedy to enforce the provisions of this paragraph should the need arise.
7. General. This Agreement shall be governed by and construed under the laws of the State of Michigan, exclusive of its choice of law rules. This Agreement, including its Schedules and Supplements, is an integrated agreement. It contains the full understanding of the parties and supersedes all other understandings, proposals, samples, models, agreements, warranties, representations, or conditions, written or oral, regarding its subject matter. No trade usage, course of dealing, or course of performance shall be used to supplement or explain it. Browser acknowledges that Browser is not relying upon any representations or statements as to the subject matter of this Agreement except as specifically set forth in this writing. This Agreement may be amended, modified or waived only by another writing signed by the authorized representatives of both parties. In the event Browser issues a purchase order or other document covering the subject matter of this Agreement, it is agreed that such purchase order or other document is for Browser’s internal purposes only and is not legally effective, except to the extent specified otherwise in this Agreement (including Schedules). Sections 4, 5, 6 and 7 shall survive termination of this Agreement indefinitely. Any action against Company under this Agreement or related to its subject matter must be brought within two years after the cause of action accrues. All notices shall be by personal delivery, by U.S. mail postage prepaid, by Federal Express or similar national delivery service, or by facsimile. Notices to Browser shall be sent to Browser’s address. Notices to Company shall be sent to Company at the address shown. Notices are effective upon delivery in the case of personal delivery, on receipt in the case of Federal Express or other national service or facsimile, and five days after mailing in the case of posting.
THE ABOVE TERMS AND CONDITIONS ARE AGREED TO AND ACCEPTED BY AUTHORIZED REPRESENTATIVES OF COMPANY AND BROWSER BY USE OF THIS SITE BY BROWSER. THE EFFECTIVE DATE IS AS OF FIRST ACCESS BY BROWSER.
