The following terms of use (“Terms of Use”) govern your use of this website (the “Website”) provided by or on behalf of ˮֱ, Inc. and its subsidiaries (“ˮֱ”). These Terms of Use also govern your access to and use of the content, functionality, materials and resources (collectively “Resources”) available on or by means of the Website. These Terms of Use are an agreement between you and ˮֱ. ˮֱ is also referred to in these Terms of Use as “we,” “us,” “our” or other similar pronouns. Other ˮֱ Websites may have the same or different Terms of Use.
PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE ACCESSING OR USING THE WEBSITE. BY ACCESSING OR USING THE WEBSITE, YOU AGREE TO THESE TERMS OF USE. IF YOU DO NOT AGREE TO THEM, DO NOT ACCESS OR USE THIS WEBSITE.
If you are using the Website on behalf of your employer, you represent and warrant that you are authorized to accept these Terms on your employer’s behalf. In that case, “you” refers to both you and your employer.
Except as may apply to ˮֱ’ clients, these Terms of Use constitute the entire agreement between ˮֱ and you with respect to your use of the Website. If for any reason a court of competent jurisdiction finds any provision of these Terms of Use or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms of Use, and the remainder of these Terms of Use shall continue in full force and effect.
Changes
ˮֱ may at any time revise these terms by updating this posting. By using this Website, you agree to be bound by any such revisions, and you should periodically visit this page to determine the current terms.
ˮֱ may terminate, change, limit, suspend or discontinue any aspect of the Website, including the availability of any Resources of the Website, at any time. ˮֱ also may impose limits or restrictions on certain Resources or restrict your access to parts or all of the Website without notice or liability if we believe you are in breach of these Terms of Use or applicable law or for any other reason.
Permitted use
ˮֱ grants you a non-exclusive, non-transferable, limited permission to access and display this Website and the Resources on this Website solely on your computer or other personal device for your personal, non-commercial use of this Website. You may print a copy of online materials and contents for your own personal, non-commercial use. Except for such permitted access, display and use, you may not copy, reproduce, republish, transmit, distribute, use or create derivative works of the Website or Resources without express prior written consent from ˮֱ. This grant of permission is conditioned on your not modifying the content displayed on this Website and your keeping intact all copyright, trademark, and other proprietary notices.
Software, functionality and other materials that are made available for downloading, access, or use on or from this Website may, in addition, have their own license terms, conditions, and notices, and you agree to be governed by such terms, conditions, and notices. Your use of the Website and all Resources is conditioned upon your acceptance and compliance with these Terms of Use and any other applicable terms, conditions, and notices.
Proprietary rights
As between you and ˮֱ, except for your own User Contributions (as defined below), ˮֱ owns, solely and exclusively, all rights, title and interest in and to the Website, all the Resources thereon, and the look and feel and the design and organization of the Website, including any proprietary rights. Your access to and use of the Website or Resources does not grant to you any ownership rights. Except for the limited permissions expressly stated in these Terms of Use, ˮֱ does not grant you any express or implied rights or licenses under any trademarks, copyrights, or other proprietary rights.
Communication services; user contributions
The Website and Resources may include email services, bulletin board services, chat areas, weblogs (or “blogs”), news groups, forums, communities or other communication facilities designed to enable you to communicate with ˮֱ, with others, or with the public (each a “Communication Service”). You agree to use the Communication Services only to post, send and receive messages and materials (each a “User Contribution”) that are proper and comply with these Terms of Use.
You agree not to provide any User Contribution that is illegal, misleading, defamatory, indecent or obscene, in poor taste, threatening, infringing of any third-party proprietary rights, disrespectful, invasive of personal privacy, or otherwise objectionable. You agree not to supply any User Contribution that includes any virus, worm or other harmful code or software. You will not create a false identity, impersonate any person, or misrepresent your affiliation with any other person or entity including ˮֱ, and you agree not to forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any User Contribution.
ˮֱ has the right, but not any obligation, to monitor and/or review all User Contributions. ˮֱ also reserves the right at all times to disclose any information as ˮֱ deems necessary to satisfy any applicable law, regulation, legal process or governmental request or refuse to post or to remove any information or materials for any reason.
You agree to be careful about the personal information that you disclose about yourself and others, and in particular, you should not disclose sensitive, proprietary or confidential information about yourself or others in your submissions to our Communication Services. In using the Communication Services, you agree to respect other persons’ privacy rights.
If you register with this Website or provide data about you, you agree to provide accurate, current, and complete information as may be prompted by a registration form or data input function on the Website (collectively “Registration Information”). Use of personal information obtained from Registration Information is subject to the practices illustrated in our privacy disclosures.
Submitted materials
By submitting or sending any information or material submitted to us (including any User Contribution or any information sent to us via email, “Submitted Materials”), you: (i) represent and warrant that the Submitted Materials are original to you, that you have the right to provide them, that no other party has any rights thereto, and that any “moral rights” in Submitted Materials have been waived, and (ii) you grant us (subject to any applicable provisions of our privacy disclosure) a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive and fully transferable, assignable and sub-licensable right and license to use, copy, reproduce, modify, edit, adapt, publish, translate, create derivative works from, distribute, transfer, perform and display such material (in whole or part) and to incorporate Submitted Materials in other works in any form, media, or technology now known or later developed. You also agree that ˮֱ is free to use any ideas, concepts, know-how, or techniques that you provide to us for any purpose. We are not responsible for maintaining any Submitted Materials that you provide to us, and we may delete or destroy any such Submitted Materials at any time.
Subject to any applicable provisions of our Privacy Policy, any Submitted Materials will be deemed not to be confidential. Unless specifically requested by ˮֱ in writing, we do not solicit nor do we wish to receive any confidential, secret or proprietary information or materials from you through the Website, by email or in any other way.
Privacy and protection of personal information
See our privacy disclosures for information relating to our collection and use of personally-identifiable information on this Website.
Third-party websites
While on this Website or using any Resources, you may have the opportunity to link from the Website to third-party websites and third-party websites may also link to this Website. ˮֱ makes no representations whatsoever about any other third-party website that you may access. In addition, a link to a third-party website does not mean that ˮֱ endorses or accepts any responsibility for the content, or the use, of such website. Any reliance on the functions or contents of a third-party website is at your own risk.
Disclaimer of warranties and limitation of liability
HARTE HANKS DOES NOT REPRESENT, WARRANT OR GUARANTEE THE SUITABILITY, TIMELINESS, SECURITY, CORRECTNESS, THOROUGHNESS, COMPLETENESS OR ACCURACY OF THE INFORMATION CONTAINED ON THIS WEBSITE OR RESOURCES, WHICH IS PROVIDED “AS IS” AND WITHOUT WARRANTY OF ANY KIND. THE WEBSITE AND RESOURCES MAY INCLUDE INACCURACIES OR ERRORS, MAY BE OUT OF DATE, OR INOPERABLE AND ARE SUBJECT TO CHANGE AT ANY TIME. HARTE HANKS HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS WEBSITE AND THE RESOURCES, INCLUDING WARRANTIES AND CONDITIONS OF MERCHANTABILITY, WHETHER EXPRESS, IMPLIED OR STATUTORY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT. WE MAKE NO WARRANTY THAT THE WEBSITE WILL MEET USERS’ REQUIREMENTS.
HARTE HANKS ALSO ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE WEBSITE OR YOUR DOWNLOADING OF ANY RESOURCES FROM THE SITE. YOU ACKNOWLEDGE THAT ANY RELIANCE ON ANY PART OF THE WEBSITE OR ANY SUCH RESOURCES SHALL BE AT YOUR SOLE RISK.
Limitation of damages
IN NO EVENT SHALL HARTE HANKS OR ANY OF ITS CURRENT OR FORMER DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR CONTENT OR SERVICE PROVIDERS (THE “HH ENTITIES”) BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, RESULTING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO THE USE OF OR INABILITY TO USE THE WEBSITE OR ANY OF THE RESOURCES, OR FROM YOUR PROVISION OF INFORMATION VIA THE WEBSITE, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR ANY OTHER CAUSE OF ACTION. IN NO EVENT WILL THE HH ENTITIES BE LIABLE FOR OR IN CONNECTION WITH THE WEBSITE OR RESOURCES. THE HH ENTITIES SHALL NOT BE LIABLE TO YOU, WHETHER IN CONTRACT OR IN TORT, FOR ANY AMOUNT EXCEEDING ONE DOLLAR ($1.00).
No unlawful or prohibited use
You may not use the Website or the Resources in any manner that could damage, disable, overburden, or impair any ˮֱ server or any other computer or network component or system or interfere with any other party’s use and enjoyment of the Website or any Resources. You may not attempt to gain access to the Website or any Resources, other accounts, computer systems or networks connected to any ˮֱ server or to any of the Resources, through hacking, password mining or any other unauthorized means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Website or the Resources. You may not use bots or spiders or other similar methods to scan or obtain information. You may not create images or thumbnails of the Website or any of the Resources without express, prior, written permission of ˮֱ. You may not mirror any of the content from this Website on another website or in any other media. You may not insert your own or a third-party’s advertising, branding or other promotional content into or in any frame around the Website or any of the Resources. You further agree that you may not attempt (or encourage or support anyone else’s attempt) to circumvent any protections, reverse engineer, decrypt encrypted data, or otherwise alter or interfere with the Website or the Resources.
Clients of ˮֱ
If you are a client of ˮֱ, your usage of this Website or Resources also may be subject to the terms of a license or other agreement between your company and ˮֱ. You should refer to that agreement and to these Terms of Use with regard to your use of this Website and the Resources.
Representatives of ˮֱ
If you are an employee, vendor or other representative of ˮֱ, your usage of this Website or Resources may also be subject to the terms of an employment or other agreement between you and ˮֱ. You should refer to that agreement and to these Terms of Use with regard to your use of this Website and the Resources.
Copyright notice
The Website and Resources are protected by U.S. and international copyright laws and treaties. Copyright ©2018 ˮֱ, 2 Executive Drive, Suite 103, Chelmsford, MA 01824 U.S.A. All rights reserved.
ˮֱ is committed to respecting others’ intellectual property rights. If you believe that your work has been copied in a way that constitutes copyright infringement on our Website, please contact our designated agent as described here.
Trademarks
ˮֱ and all other trademarks owned by ˮֱ, including associated logos and products referenced herein are either registered trademarks or trademarks of ˮֱ in the U.S. and other countries. The names of actual companies and products mentioned herein may be the trademarks of their respective owners. Nothing contained on the Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark displayed on the Website without our written permission or that of any relevant third-party rights holder. Any rights not expressly granted herein are reserved.
Cautionary note for investors regarding forward-looking statements
This Website may contain “forward-looking statements” within the meaning of the United States securities laws. Forward-looking statements may also be included in our public filings, press releases, and oral and written presentations by management. All such statements are qualified by this cautionary note, which is provided pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements other than historical facts are forward-looking and may be identified by words such as “may,” “will,” “expects,” “believes,” “anticipates,” “plans,” “estimates,” “seeks,” “could,” “intends,” or words of similar meaning. These forward-looking statements involve risks, uncertainties, assumptions and other factors that are difficult to predict and that could cause actual results to vary materially from what is expressed in or indicated by the forward-looking statements. In that event, our business, financial condition, results of operations or liquidity could be materially adversely affected and investors in our securities could lose part or all of their investments. These risks, uncertainties, assumptions and other factors include, without limitation, the factors discussed under “Risk Factors” in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) and any updates thereto in our Quarterly Reports on Form 10-Q. The forward-looking statements included on this Website and those included in our public filings, press releases, and oral and written presentations by management are made only as of their respective historical dates, and we undertake no obligation to update publicly any forward-looking statement on this Website or in other documents or oral statements for any reason, even if new information becomes available or other events occur in the future. See the Investors section of our Website for copies of our SEC filings.
Indemnification
You agree to defend, indemnify and hold harmless ˮֱ and its current and former directors, officers, employees and agents from and against any and all claims, liabilities, costs and expenses, including reasonable attorneys’ fees, arising in any way from your use of the Website, your placement or transmission of any message, content, information, software or other materials through the Website, or your breach or violation of the law or of these Terms of Use. ˮֱ reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with ˮֱ defense of such claim.
Termination of rights
Your failure to comply with the terms, conditions, and notices on this Website will result in automatic termination of any rights granted to you under these Terms of Use.
General provisions; disputes/jurisdiction
Except as may apply to ˮֱ’ clients, these Terms of Use constitutes the entire agreement between ˮֱ and you with respect to your use of the Website. If for any reason a court of competent jurisdiction finds any provision of these Terms of Use or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms of Use, and the remainder of these Terms of Use shall continue in full force and effect.
The Terms of Use are governed by and interpreted under the laws of the State of Massachusetts, without reference to its conflict of law principles. This Website is controlled, operated and administered from within the United States of America. ˮֱ makes no representation that Resources at this Website are appropriate or available for use at other locations outside of the United States and access to them from territories where their contents are illegal is prohibited. If you access this Website from a location outside of the United States, you are responsible for compliance with all local laws.
Any disputes arising under or relating to the Website or Terms of Use shall be resolved by an arbitration panel according to the commercial arbitration rules of the American Arbitration Association, which arbitration shall take place in Boston, MA; however, to the extent there is potential imminent harm, a party may seek injunctive relief necessary to prevent such harm in the applicable Federal or Massachusetts state courts in Boston, MA, and each party agrees to be subject to and hereby submits to the personal jurisdiction of such court.
You further agree that, to the extent permitted by law, to waive any right you may have to commence or participate in any class action or class-wide arbitration against ˮֱ.