READ THESE TERMS AND CONDITIONS OF USE BEFORE USING THIS WEB PORTAL.
Authorization for Access to the Web Portal
You specifically represent that Client has authorized you to access the Web Portal on Client’s behalf, and that SCI or Client has provided you with the Login ID and password that you have used to do so.
Your Use of the Web Portal: Restrictions, Conditions, and Licenses
You agree that you shall use the Web Portal subject to the following conditions: only on behalf of the Client, only in the manner for which the Web Portal is designed, and only for the purposes of asset management, supply chain performance, and tracking, monitoring, and recovering goods that are the subject of SCI online hosted “Services” provided to the Client (all of the foregoing conditions and purposes referred to herein as the “Permitted Purpose”). During each online session in which you have gained access to the Web Portal under the authority of the Client, you are granted a limited duration, revocable license to use the Web Portal and Services within and for the Permitted Purpose, including, but not limited to, a license to generate, print, copy, upload, download, store, and otherwise process all GUI, audio, visual, digital, and other output, displays, and other content required by or provided by the use of the Web Portal or Services, exclusively for Client’s internal business use and benefit.
You may use applications, commonly known as web browser software, that are compatible with the Web Portal, in order to access or log on to the Web Portal or to obtain, download, transfer, or transmit any content or information to or from the Web Portal. You shall not use any other software, program, application, or device for any of the aforementioned purposes.
You agree not to access or use the Web Portal other than as authorized above. You, also, agree not to use the Web Portal or Services for any unlawful purposes. Without limitation of the foregoing, you agree to the following restrictions. You shall not duplicate, re-distribute, disassemble, decompile, modify, merge into other materials, copy, or reverse engineer SCI proprietary software, SCI confidential information, or the Web Portal. You shall not duplicate, re-distribute, disassemble, decompile, modify, merge into other materials, copy, or reverse engineer any information of Client obtained from the Web Portal, nor shall you input or upload any information to the Web Portal, except as you are expressly authorized by Client. You shall not attempt to unlock or bypass any copy-protection, licensing, or authentication algorithm utilized by SCI software or the Web Portal. You shall not share your Login ID or password with anyone and you shall notify SCI immediately, in the event that you become aware of a possible compromise of your Web Portal Login ID or password. You shall not provide access to the Web Portal to any person not specifically authorized by Client or by SCI, without the express written permission of SCI. You shall not disclose the Web Portal contents or output of the Services to any third party without the express written permission of SCI or the Client. You shall not rent, retransmit, disclose, publish, sell, assign, lease, sublicense, market, or transfer the Web Portal without the express written permission of SCI. You shall not remove or modify any copyright notice, nor any “About” dialog, or the method by which it may be invoked. Infringements of the proprietary materials, trademarked materials, copyrighted materials, information included in the Web Portal, and other violations of these conditions of use may result in severe civil and / or criminal penalties, which may result in prosecution to the maximum extent allowed by law. You agree that either SCI or Client may revoke or restrict your access to the Web Portal at any time.
Ownership of and Use of Web Portal, Reports, and Data
The Web Portal, as well as the reports created through your use of the Web Portal, are the sole property of SCI. SCI’s rights in any such reports created through your use of the Web Portal are expressly subject to the Client’s rights in any Client data provided by Client as input to the Web Portal for purposes of using the Services. Your rights in the reports created through your use of the Web Portal include, and are expressly limited to, the following: (1) the limited access rights to use the Web Portal as described above; (2) the opportunity to provide data inputs and to view and download certain reports and information as permitted by the Web Portal and for the Permitted Purpose; and (3) the opportunity to use and distribute such reports to Client’s personnel who are authorized to receive them specifically for the Permitted Purpose. You grant SCI the royalty free, irrevocable, perpetual rights to use, copy, modify, distribute, aggregate, compile, and / or publish in its original or modified form the information and data contained in assessment reports or derived from the use of the Services process, provided that, in doing so, SCI does not provide your personal information, your business information, or Client’s identifying information in such a manner as would be reasonably likely to identify you or Client to others as the subject of the aggregated report.
You agree that you will treat the Web Portal, the assessments, the reports, and data, whether input to or output from the Web Portal or Services, and any information downloaded by you or disclosed to you by SCI through the Web Portal, and your password and related access information to the Web Portal, as Confidential Information and the trade secrets of SCI.
DISCLAIMER OF WARRANTIES
YOU EXPRESSLY AGREE THAT ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE WEB PORTAL (THE “WEB PORTAL CONTENT”) ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE. THE WEB PORTAL CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NON-INFRINGEMENT, OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE, OTHER THAN THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER APPLICABLE LAW. NEITHER THE COMPANY, NOR OUR SUBSIDIARIES OR LICENSORS, MAKE ANY WARRANTY THAT THE WEB PORTAL CONTENT IS ACCURATE, RELIABLE, OR CORRECT; THAT THE WEB PORTAL WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; THAT THE WEB PORTAL CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR THAT YOU WILL ACHIEVE SUCCESSFUL RESULTS FROM FOLLOWING ANY INSTRUCTIONS, DIRECTIONS, OR RECOMMENDATIONS ON THE WEB PORTAL.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL SCI, OUR PARENTS, SUBSIDIARIES, AFFILIATES, OR OUR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE WEB PORTAL OR FROM INFORMATION PROVIDED ON THE WEB PORTAL. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. OUR LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
By choosing to access the Web Portal from any location other than the United States of America, you accept full responsibility for compliance with all local laws that are applicable. SCI makes no representation that materials on the Web Portal are appropriate or available for use in locations outside the United States of America and accessing them from territories where their contents are illegal is prohibited. You may not use, export, or re-export any materials from this Web Portal in violation of any applicable laws or regulations, including, but not limited to, any United States of America export laws and regulations.
Choice of Law
Integration and Severability
Survival of Terms
The provisions regarding Confidentiality, Ownership of and Use of Reports, Indemnifications, Disclaimer of Warranties, Limitations of Liability, and Choice of Law will survive the term of your actual use of, or permission to use, the Web Portal.
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