IP Checkups’ CleanTech PatentEdge™ Terms of Use Agreement (“ToU”)

Updated 9-12-2012

The information provided on www.cleantechpatentedge.com (“CleanTech PatentEdge”) is provided by IP Checkups, Inc. (“IPC”), a California corporation and may be accessed by You (“You” or “Your” or “User” or “Subscriber” or Licensee” or “Client” or “Customer”) only under the following terms and conditions.

DESCRIPTION

CleanTech PatentEdgeTM, LED PatentEdgeTM and PatentCAMTM, are licensable subscription-based online services providing patent and intellectual property industry information including all software, analytics, notes, functionality, other features, information elements and websites the (“Online Services”) and the material including all data and information available therein (“Materials”) to clients via secure web site(s) on the Internet. Users of the service access the Web Site(s) https://patentcam.com, https://cleantech.patentcam.com, https://led.patentcam.com, www.ipcheckups.comwww.cleantechpatentedge.com, or www.ledpatentedge.com  (“Website(s)”) using web browsers, and in some cases passwords issued by IPC.

IPC provides data and information that is made publicly available by a variety of government and non-government sources.

Depending on the subscription level chosen, a license to CleanTech PatentEdge, LED PatentEdge or PatentCAM grants a single person, multiple people, or groups of people, the right to access protected areas of CleanTech PatentEdge, LED PatentEdge, or PatentCAM for the duration of the license agreement.

The licensed services start once payment has been processed. Accounts are activated following payment processing. Login and password information are emailed following account activation. The duration of a license is dictated by which license term a user(s) elects to purchase.

Payments are non-refundable. Potential users are strongly encouraged to contact IP Checkups at, info@ipcheckups.com to determine the suitability of CleanTech PatentEdge, LED PatentEdge or PatentCAM licensing plans for their needs. Any unanswered questions should be directed to appropriate contacts prior to purchasing a license.

GENERALLY

This Terms of Use Agreement (“ToU”) sets forth the legally binding agreement for Your use of the Online Services, Materials, and/or Web Site(s), which You accept by using the Online Services, Materials, and/or Website(s).

The ToU, as revised from time to time, shall remain in full force and effect while You use the Online Services, Materials, and/or Web Site(s). IPC may change the ToU from time to time without notice by posting on the Web Site(s), a revised ToU that becomes effective upon posting and Your use of the CleanTech PatentEdge Web Site after such posting is Your acceptance of the posted ToU. You may request a current copy of this ToU at any time via e-mail.

AGREEMENT

By continuing to use the Online Services, Materials or Website(s) , You are indicating Your agreement to be bound by the terms and conditions of this agreement. If You do not agree to be bound by the terms and conditions of this agreement, IPC is not willing to provide You with a license to CleanTech PatentEdge, LED PatentEdge, or PatentCAM and You should immediately discontinue Your use of the Website(s).

Use of the Online Services or Materials is for the Licensee’s internal purposes only. The Subscriber shall not be entitled to redistribute, sell, or otherwise market the information contained in the Online Services or Materials in any form to any third party unless authorized by IPC in writing.

Any derivative works prepared by the Subscriber for any use internal, external or otherwise which directly or indirectly utilize information from the Online Services, Materials, or Website(s) shall prominently credit IPC as the source of such information and display the following statement for the CleanTech PatentEdge “CleanTech PatentEdge provided courtesy of IP Checkups, Inc.”, or for the LED PatentEdge, “LED PatentEdge provided courtesy of IP Checkups, Inc..

The Online Services and Materials available on the Website(s) is gathered from public sources believed to be reliable. IPC does not warrant or guarantee the timeliness, sequence, accuracy or completeness of the information or Materials presented by this the Online Services. Although great care is taken in the proper and correct provision of the Materials and Online Services, IPC does not accept any responsibility for possible consequences of errors or omissions in the Materials or Online Services. There are no warranties, express or implied, as to the results to be obtained from use of such Materials or Online Services. The Materials may change without notice.

The Online Services and Materials do not constitute strategic guidance, legal, investment, or other advice. IPC is a research firm that provides technical analysis and technical opinions. IPC is not a law firm. Any research, technical analysis and/or work provided by IPC and contained on the Online Services, Materials or Website(s) is not a legal opinion and should not be construed as such. Users of this service are advised to seek independent professional advice before acting on any of the provided Online Services or Materials.

All elements (including, but not limited to, data, graphics, layout, features, programs and scripts) of the Online Services, Materials, unless otherwise noted, are the property of IPC Copyright (c) 2004-2012 all rights reserved.

IPC reserves the right to amend, extend or withdraw any part or all of the offered licensed service without notice. AT IPC’s sole discretion, IPC reserves the right to refuse licensed service to anyone at any time.

ALL RESERVABLE RIGHTS RESERVED

Individual government documents, and the sets thereof, are owned by the government and the public. IPC has no rights in such documents themselves. IPC does retain all rights to the look and feel of its Website(s), its Online Services, Materials, all derivative data, all data related to or extracted from the documents and facts covered herein, and the entirety of the manner of which such data is accessed, displayed, and used. All reservable rights are retained by IPC, both by contract, and under federal and state law (including anti-hacking laws, copyright laws {e.g., vis-a-vis copyrightable elements, security protocols, etc., etc.}, and other laws).

NO UNAUTHORIZED COPYING OF FEATURES, INFORMATION ELEMENTS, WEB SITE, ETC.

Use of the Online Services and Materials are for Licensee’s internal purposes only. The Licensee shall not be entitled to redistribute, sell, or otherwise market the information contained in the Online Services and/or Materials in any form to any third party unless authorized by IPC in writing. By any use hereof, You agree that neither You nor any related entity, employer, employee, colleagues, affiliate, contractors etc., shall commit wholesale, material, or substantial copying of CleanTech PatentEdge, LED PatentEdge or PatentCAM features, information elements, Website(s), data, Materials, Online Services etc., and You agree not to use any means whether manual or automated to effect such copying. Moreover, You are also expressly prohibited from directly or indirectly using Your access/use to aid or contribute to any third party’s copying or attempted replication of same, or allowing Your licensed account or access to be used for such purpose, and You shall employ reasonable measures to prevent such misuse.

All Materials and Online Services available in CleanTech PatentEdge, LED PatentEdge, and PatentCAM are made available for Your internal use only. Sharing, distributing reselling the Online Services and Materials in CleanTech PatentEdge, LED PatentEdge, or PatentCAM to individuals, groups or departments that are not licensed Users is strictly prohibited. Should User breach the AGREEMENT by either allowing non-Licensed parties to access or use the Online Services or Materials or if User provides a copy of all or a portion of the Online Services or Materials to an unlicensed third party, or if User uses mechanical, programmatic, robotic, scripted or any other automated means to access or use Online Services or Materials, User shall immediately lose access to, and use of, the Online Services and Materials and will be required to return all copies of the Online Services and Materials to IPCand remove all copies from Users computers or servers. In addition, if there is such a material breach, User will certify in writing that all copies of the Online Services and Materials have been returned to IPC and removed from Users computers or servers and acknowledge that User has no rights to continue to access or use the Online Services or Materials. By any use hereof, User agrees that neither User nor any related entity, employer, employee, colleagues, affiliate, contractors etc., shall commit wholesale, material, or substantial copying of CleanTech PatentEdge, LED PatentEdge or PatentCAM features, information elements, web site, data, Materials or Online Services etc., and User agrees not to use any means whether manual or automated to effect such copying. Moreover, User is also expressly prohibited from directly or indirectly using Users access/use to aid or contribute to any third party’s copying or attempted replication of same, or allowing User’s licensed account or access to be used for such purpose, and User shall employ reasonable measures to prevent such misuse.

LIMITATION OF LIABILITY

IN NO EVENT SHALL IP CHECKUPS, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, WORK STOPPAGE, COMPUTER FAILURE, LOSS OF DATA OR INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE CLEANTECH PATENTEDGE, LED PATENTEDGE OR PATENTCAM WEB SITE(S), ONLINE SERVICES OR MATERIALS. UNDER NO CIRCUMSTANCES WILL IP CHECKUPS BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE CLEANTECH PATENTEDGE, LED PATENTEDGE, OR PATENTCAM WEB SITE(S), ONLINE SERVICES OR MATERIALS, USERS ACCOUNT, OR THE INFORMATION CONTAINED THEREIN.

IP CHECKUPS ASSUMES NO LIABILITY WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM USER’S LICENSED ACCESS TO AND USE OF THE CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEB SITE(S),ONLINE SERVICES OR MATERIALS (III) ANY UNAUTHORIZED ACCESS TO OR USE OF IP CHECKUPS’ SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEBSITE(S), ONLINE SERVICES OR MATERIALS, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEB SITE(S), ONLINE SERVICES OR MATERIALS BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU SPECIFICALLY ACKNOWLEDGE THAT IP CHECKUPS SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

IN NO EVENT SHALL THE TOTAL LIABILITY TO ANY USER OF INFORMATION ON CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEBSITE(S), ONLINE SERVICES OR MATERIALS EXCEED THE AMOUNT THAT WAS PAID FOR A MONTHLY OR ANNUAL SUBSCRIPTION.

INDEMNITY

You agree to defend, indemnify and hold harmless the IPC, its officers, directors, employees, contractors and agents, and representatives from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) Your licensed use of and access to the Online Services, Materials, or Web Site(s); (ii) Your violation of this ToU agreement or any applicable law, regulation, rule or order; (iii) Your violation of any third party right, including without limitation, any copyright, other intellectual property, or privacy right; and/or (iv) any claim that Your use caused damage to a third party.

WARRANTY DISCLAIMER

WARRANTY DISCLAIMER. THE FOREGOING ARE USER’S SOLE AND EXCLUSIVE REMEDIES FOR BREACH OF WARRANTY. THERE ARE NO OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY REGARDING OR RELATING TO THE SERVICES, OR OTHER MATERIALS FURNISHED OR PROVIDED TO USER UNDER THIS AGREEMENT. IP CHECKUPS SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT WITH RESPECT TO THE ONLINE SERVICES, MATERIALS, OR WEBSITE(S) AND WITH RESPECT TO THE USE OF ANY OF THE FOREGOING. BY ACCESSING INFORMATION ON CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEBSITE(S) INCLUDING ONLINE SERVICES AND MATERIALS, USER EXPRESSLY ACKNOWLEDGES AND AGREES THAT THE USE OF THE INFORMATION PROVIDED IS AT ITS OWN RISK. THE ONLINE SERVICES< MATERIALS AND WEBSITE(S), RELATED FUNCTIONALITIES, SERVICES AND FEATURES ARE PROVIDED “AS IS.” THERE IS NO WARRANTLY EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. IP CHECKUPS MAKES NO WARRANTIES THAT THE CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEB SITES, ONLINE SERVICES OR MATERIALS ARE ACCURATE, RELIABLE OR CORRECT; THAT THE CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEB SITE(S), ONLINE SERICES OR MATERIALS WILL MEET USER’S REQUIREMENTS; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEBSITE(S), ONLINE SERVICES OR MATERIALS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEB SITE(S), ONLINE SERVICES OR MATERIALS ARE DOWNLOADED AT USER’S OWN RISK AND USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO COSTOMERS COMPUTER SYSTEM, SERVERS OR WIRELESS DEVICES AND FOR ANY LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD. IP CHECKUPS DOES NOT AUTHORIZE ANYONE TO MAKE A WARRANTY OF ANY KIND ON ITS BEHALF AND USER SHALL NOT RELY ON ANY SUCH STATEMENT OF WARRANTY.

THE CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEB SITE(S), ONLINE SERVICES AND MATERIALS MAY CONTAIN LINKS TO THIRD-PARTY WEB SITES OR OTHER SITES THAT ARE NOT OWNED OR CONTROLLED BY IP CHECKUPS. IP CHECKUPS HAS NO CONTROL OVER, AND ASSUMES NO RESPONSIBILITY FOR, THE CONTENT, PRIVACY POLICIES, OR PRACTICES OF ANY THIRD-PARTY WEB SITES OR OTHER SITE. IN ADDITION, IP CHECKUPS WILL NOT AND CANNOT CENSOR OR EDIT THE CONTENT OF ANY THIRD-PARTY WEBSITE OR SERVICE. USER EXPRESSLY RELIEVES IP CHECKUPS FROM ANY AND ALL LIABILITY ARISING FROM USER’S USE OF ANY THIRD-PARTY WEBSITE OR SERVICES. IP CHECKUPS DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING. IP CHECKUPS WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN USER AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

NOTHING ON THIS SITE IS INTENDED TO BE, NOR CAN IT BE IN ANYWAY CONSTRUED AS, LEGAL COUNSEL OR ADVICE. ALTHOUGH GREAT CARE IS TAKEN IN THE PROPER AND CORRECT PROVISION OF THIS SERVICE, IP CHECKUPS DOES NOT ACCEPT ANY RESPONSIBILITY FOR POSSIBLE CONSEQUENCES OF ERRORS OR EMMISIONS IN THE PROVIDED INFORMATION. IP CHECKUPS RESERVES THE RIGHT TO AMEND, EXTEND OR WITHDRAW ANY PART OR ALL OF THE OFFERED SERVICE WITHOUT NOTICE.

THE INFORMATION IN THE CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEBSITE(S), ONLINE SERVICES, AND MATERIALS WERE COLLECTED AND PREPARED BY IP CHECKUPS. IP CHECKUPS USES REASONABLE EFFORTS IN COLLECTING, PREPARING AND PROVIDING QUALITY INFORMATION AND MATERIAL, BUT DOES NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, ADEQUACY OR CURRENCY OF THE INFORMATION CONTAINED IN ITS CLEANTECHPATENTEDGE. USERS OF THE INFORMATION DO SO AT THEIR OWN RISK AND SHOULD INDEPENDENTLY CORROBORATE SAID INFORMATION PRIOR TO ANY USE OF IT. IP CHECKUPS IS NOT RESPONSIBLE FOR THE RESULTS OF ANY DEFECTS IN THE VARIOUS SOFTWARE PROGRAMS USED, IF ANY, IN PREPARING MATERIALS OR OTHERWISE THAT MAY BE FOUND TO EXIST IN THE MATERIAL IT DELIVERS, DIRECT, INDIRECT, OR SPECIAL DAMAGES OR ANY LOST PROFITS OR OTHER CONSEQUENTIAL DAMAGES THAT MAY RESULT FROM USER’S USE OF SUCH INFORMATION OR ANY SUCH DEFECTS. THE INFORMATION CONTAINED IN CLEANTECH PATENTEDGE, ONLINE SERVICES, MATERIALS, IP CHECKUPS’ ALERTS, ON ITS WEBSITE(S) OR IN ITS REPORTS ARE NOT TO BE CONSTRUED AS LEGAL ADVICE AND SHOULD NOT BE CONFUSED AS ANY SORT OF LEGAL ADVICE. IP CHECKUPS DOES NOT UNDERTAKE TO ADVISE THE USER OF CHANGES IN INFORMATION ON CLEANTECH PATENTEDGE, LED PATENDGE, OR PATENTCAM WEBSITE(S), ONLINE SERVICES OR MATERIALS. THIS INFORMATION IS PROVIDED “AS IS”. IP CHECKUPS ASSUMES NO LIABILITY FOR AND USER ACKNOWLEDGES THAT IP CHECKUPS SHALL HAVE NO LIABILITY FOR ANY USES, LAWFUL OR OTHERWISE, MADE BY USER OF THE INFORMATION CONTAINED IN ITS WBSITE(S), ONLINE SERVICES, OR MATERIALS.

FORCE MAJEURE

IPC shall not be responsible for any delays in the delivery of the CleanTech PatentEdge, LED PatentEdge, or PatentCAM information due to events out of its control. These events include, but are not limited to: acts of God; acts of public enemies, the Government of the United States of America or of any State, territory or political divisions of the United States of America; fires; floods; epidemics; strikes; riots or failures of third party communication or data delivery services.

ENTIRE AGREEMENT

The ToU, together with the Privacy Policy and any other legal notices or rules published by IPC on the CleanTech PatentEdge, LED PatentEdge, PatentCAM  Web Site(s), shall constitute the entire agreement between You and IPC concerning the Web Site(s), Online Services and Materials. Except for any confidentiality agreements, it vitiates and supersedes any and all explicit or implied preexisting agreements which You have or may have with IPC regarding the Online Services, Materials, Website(s) or IPC generally. IPC reserves, at its sole discretion, the option of offering You additional agreements for additional services or other matters.

CHOICE OF LAW & FORUM

The ToU and the relationship between You and IPC shall be governed by, construed and enforced in accordance with the laws of the State of California and the United States, without regard to any principles of conflicts of laws. You agree that any legal lawsuit or other action brought by IPC, You or any third party to enforce this ToU, or in connection with any matters related to the Websites, Online Services or Materials, shall be subject to only the jurisdiction of either the state or federal courts located in Oakland, California and You agree to submit to the personal and exclusive jurisdiction of the state or federal courts located within that jurisdiction.

STATUTE OF LIMITATIONS

You agree that, regardless of any statute or law to the contrary (to the extent contractual waiver of statute of limitations is permissible under such statute or law), any claim or cause of action, arising out of or related to use of the Website(s), Online Services or Materials or the ToU, must be filed within one (1) year after such claim or cause of action arose or be forever barred.

 

LEGAL COMPETENCE TO ACCEPT ToU

By Your use of the Website(s), Online Services, or Materials, You affirm that You are at least 13 years of age and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in the ToU, and to abide by and comply with the ToU.

SEVERABILITY

Should any paragraph, subsection, section, or number of sections of this ToU Statement be found unenforceable by a court of law, the remainder shall be enforceable and fully in effect.

OTHER

The section titles in this ToU Statement are for convenience only and have no legal or contractual effect. As noted above, if any provision of this ToU Statement is unlawful, void or unenforceable, that provision is deemed severable from this ToU Statement and shall not affect the validity and enforceability of any remaining provisions. The failure or delay of IPC to enforce or exercise any right or provision of this ToU Statement shall not operate as a waiver of such right or provision without express written waiver by IPC. At any time, the IPC may without notice make changes to the Website(s), Online Services or Materials offered for license thereon. IPC may assign its rights, including license rights, under this ToU Statement, without consent by You or any other party.

BY ANY USE OR ACCESS HEREOF, YOU AGREE THAT YOU UNDERSTAND ALL ABOVE AND INCORPORATED TERMS.

YOU AGREE BY ANY USE OR ACCESS HEREOF TO ALL ABOVE AND INCORPORATED TERMS.