Object and Acceptance.
Use of this Website.
You agree that you will not disable, overburden, impair or prevent the Website’s normal use, integrity, and stability. You agree not to interfere with, remove, circumvent, compromise, or disable any networks of the Website or any security-related features of the Website.
You are prohibited from violating, or attempting to violate, the security of the Website including, without limitation:
– logging into or attempting to log into a server or account that you are not authorized to access;
– accessing data or taking any action to obtain services not intended for your use;
– attempting to probe, scan, or test the vulnerability of Nexeo Solutions’ network;
– tampering, hacking, modifying or otherwise corrupting or breaching security or authentication measures without proper authorization;
– transmitting materials that contain viruses, Trojan horses, worms, time bombs, cancelbots, or other computer impairing routines, engines, or elements which could damage, disable, destroy, disrupt, or otherwise impair or impede in any matter the operation or functionality of the Website or of Nexeo Solutions’ or any user’s processing environment;
– interfering with service, including, without limitation, by means of overloading, flooding, or crashing any computer system; or
– uploading files that contain software or any other materials in breach of any intellectual property right or in breach of confidentiality restrictions.
Nexeo Solutions monitors the usage of the Website. Any violations of the security of the Website by you may subject you to criminal or civil liability.
Intellectual Property Rights.
Except as expressly authorized by Nexeo Solutions in writing, you agree not to:
- Sell, license, use distribute, lease, copy, reproduce, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, transfer or otherwise make unauthorized use of the Website, including the Contents or the Marks or any other elements of the related intellectual property.
- Reverse-engineer, decompile, disassemble, or otherwise attempt to extract or discover the source code of the Website or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
We will use commercially reasonable efforts to ensure that the availability of the Website will be uninterrupted and that transmissions will be error-free. However, due to the nature of the Internet this cannot be guaranteed.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DO NOT REPRESENT OR WARRANT THAT (A) THE WEBSITE WILL ALWAYS BE SECURE, ERROR-FREE, OR TIMELY; (B) THE WEBSITE WILL ALWAYS FUNCTION WITHOUT DELAYS, DISRUPTIONS, OR IMPERFECTIONS; OR (C) THAT ANY WEBSITE CONTENT OR INFORMATION YOU OBTAIN ON OR THROUGH THE WEBSITE WILL BE TIMELY OR ACCURATE.
YOU ACKNOWLEDGE AND AGREE THAT YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE WEBSITE AND THAT YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. YOU ACKNOWLEDGE AND AGREE THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR USE OF THE WEBSITE MAY NOT BE SECURE AND MAY BE INTERCEPTED OR OTHERWISE ACCESSED BY UNAUTHORIZED PARTIES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEXEO SOLUTIONS AND ITS MANAGING MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, PARENT COMPANIES, LICENSORS, AGENTS, VENDORS, CONTRACTORS AND SUPPLIERS SHALL NOT BE LIABLE TO YOU OR TO OTHERS FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, OPPORTUNITIES, REPUTATION, GOODWILL, PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, RESULTING FROM (A) YOUR ACCESS TO, USE OF OR INABILITY TO ACCESS OR USE THE WEBSITE; (B) FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, DESTRUCTIONS, UNAUTHORIZED ACCESS TO, ALTERATION OF, OR LOSS OF USE OF ANY RECORD OR DATA RELATED TO THE WEBSITE; (C) THE CONDUCT OR CONTENT OF OTHER USERS OR THIRD PARTIES ON THE WEBSITE; OR (D) YOUR USE OF ANY PRODUCTS PROVIDED IN CONNECTION WITH THE WEBSITE.
IF YOU ARE DISSATISFIED WITH THE WEBSITE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE TO USE THE WEBSITE.
Applicable Laws; Dispute Resolution; Arbitration.
PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
- Additional Rules for Non-appearance Arbitration. If non-appearance arbitration is elected, the arbitration will be conducted by telephone, online, written submissions, or any combination of the three; the specific manner will be chosen by the party initiating the arbitration. The arbitration will not involve any personal appearance by the parties or witnesses unless the parties mutually agree otherwise.
- Waiver of Jury Trial. YOU AND NEXEO SOLUTIONS WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Nexeo Solutions are instead electing to have all claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. If any litigation should arise between you and Nexeo Solutions over whether to vacate or enforce an arbitration award or otherwise, YOU AND NEXEO SOLUTIONS WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.
- Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.
- Confidentiality. No part of the arbitration procedures will be open to the public or the media. All evidence discovered or submitted at the hearing is confidential and may not be disclosed, except by written agreement of the parties, pursuant to court order, or unless required by law. Notwithstanding the foregoing, no party will be prevented from submitting to a court of law any information needed to enforce this arbitration agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.
- Right to Waive. Any rights and limitations set forth in this arbitration agreement may be waived by the party against whom the claim is asserted. Such waiver will not waive or affect any other portion of this arbitration agreement.
- Arbitration Agreement Survival. This arbitration agreement will survive the termination of your relationship with Nexeo Solutions.
Any cause of action or claim you may have with respect to the Website or the use thereof must be commenced within one (1) year after the claim or cause of action arises.
You may not export or re-export any Content received from the Website or Products acquired using the Website except in full compliance with all applicable U.S. laws and regulations, including but not limited to, the U.S. Export Administration Regulations. Use contrary to these laws is prohibited. If you resell Products, it is your responsibility to ensure compliance with the U.S. export law. Access to or use of the Website from countries sanctioned by the United States of America is strictly prohibited. Neither the Products nor the Content acquired through the use of the Website, may be acquired for, shipped, transferred, exported, or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals or residents, nor may such Products or Content be used for nuclear activities, missile projects, chemical or biological weapons, or terrorist activities, unless specifically authorized by the United States Government for such purposes. You are responsible for complying with any applicable local laws and regulations in your country, which may impact your right to import, export, or use the Products which may be acquired through the Website or the Content found on the Website.
Severability and Integration.
Registered User Responsibility.
Upon any failure or error in the operation of the password (s), you must cease using the password(s), immediately exit the Website, and notify Nexeo Solutions of the failure or error in the operation of the password (s).
You agree to promptly notify Nexeo Solutions of any changes to your registration information.
As a Registered User of the Website, you agree to receive notices, disclosures, invoices, terms and conditions, communications, Safety Data Sheets (“SDS”), and any other documentation (“Communications”) electronically. Nexeo Solutions may send Communications by e-mail or by posting notices on the Website. You agree (i) that all Communications provided electronically satisfy any legal requirement that such communications be in writing and (ii) to be bound by any affirmation, assent, or agreement you may transmit through the Website. When you click on “I agree,”“I consent,”“Place Order,” or any other similarly worded button or entry field, or take any other affirmative action, such action will be legally binding and enforceable as the legal equivalent of a handwritten signature.
You are responsible for all content you transmit to or through the Website. You agree, represent and warrant that all content is truthful, accurate, non-infringing, not misleading and offered in good faith, and that you have the right to post or transmit the content. You are responsible for checking the completeness, correctness, accuracy, adequacy, usefulness, timeliness, currency, and/or suitability of all content.
Termination; Access Restriction
You may cancel your participation as a Registered User at any time by completing the “Cancel My Account” form which can be accessed by clicking on the “Cancel My Account” hypertext link located at the bottom of the web pages on the Registered User Locations. By cancelling your account, you will lose access to and use of the Registered User Location. Nexeo Solutions may terminate the operation of the Website or any portion of the Website, or suspend or terminate your access to and use of the Website or any portion of the Website, at any time, with or without cause, with or without notice. UPON ANY SUCH SUSPENSION OR TERMINATION BY NEXEO SOLUTIONS OR TERMINATION BY YOU OF YOUR PARTICIPATION AS A REGISTERED USER, YOUR RIGHT TO USE THE WEBSITE OR THE REGISTERED USER LOCATION (AS APPLICABLE) WILL IMMEDIATELY CEASE AND ANY INFORMATION YOU HAVE STORED ON THE WEBSITE MAY NOT BE RETRIEVED. UPON SUCH A SUSPENSION OR TERMINATION, NEXEO SOLUTIONS RESERVES THE RIGHT (BUT NOT THE OBLIGATION) IN ITS SOLE DISCRETION TO DELETE ANY CONTENT YOU HAVE STORED ON THE WEBSITE OR DATA NEXEO SOLUTIONS HAS COLLECTED ABOUT YOU USING THE WEBSITE.
Forward Looking Statements.
The Website may contain certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1965, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements reflect the current analysis of existing information and are subject to various risks and uncertainties. As a result, caution must be exercised in relying on forward-looking statements. Due to known and unknown risks, our actual results may differ materially from our expectations or projections. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from those anticipated. Such statements are based on management’s beliefs as well as assumptions made by and information currently available to management. When used herein, the words “anticipate,” “intend,” “estimate,” “believe,” “expect,” “plan,” “should,” “hypothetical,” “potential,” “forecast,” “project,” variations of such words and similar expressions are intended to identify forward-looking statements. Factors that may cause actual results to differ are often presented with the forward-looking statements themselves. Forward-looking statements relating to Nexeo Solutions’ operations are based on management’s expectations, estimates and projections about Nexeo Solutions in effect on the date the statements are made. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Further, certain forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Nexeo Solutions undertakes no obligation to subsequently update or revise the forward-looking statements contained on the Website to reflect events or circumstances after the date of posting.
No information contained in the Website constitutes or shall be deemed to constitute an invitation to invest or otherwise deal in any Nexeo Solutions security.