Terms of Service

Last updated: September 18, 2018

These Terms of Use (“Terms“) govern your access to and use of Verdigris Technologies (“Verdigris Technologies,” “Verdigris,” “we” or “our”) websites (the “Website”), The Verdigris services, systems, and applications (collectively the “Service“) are subject to a separate Sales and Service Agreement or other written agreement. Your access to and use of the Website is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Website.

NOTICE OF ARBITRATION AND CLASS ACTION WAIVER: PLEASE NOTE THAT THESE TERMS OF USE INCLUDE A MANDATORY ARBITRATION PROVISION AND A CLASS ACTION WAIVER. ANY DISPUTE OR CLAIM RELATED TO THESE TERMS OF USE OR ARISING OUT OF YOUR ACCESS TO OR USE OF THIS WEBSITE MUST BE RESOLVED BY ARBITRATION ON AN INDIVIDUAL BASIS, AND MAY NOT BE ARBITRATED OR OTHERWISE PURSUED AS A CLASS ACTION. PLEASE SEE BELOW.

Your Use of the Service

By accessing or using the Website you agree to be bound by these Terms. If you are using the Website on behalf of an organization or entity (“Organization”), then you are agreeing to these Terms on behalf of that Organization and you represent and warrant that you have the authority to bind the Organization to these Terms. In that case, “you” and “your” refers to you and that Organization.

You may use the Website only if you can form a binding contract with Verdigris Technologies, and only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. The Website may change from time to time as we evolve, refine or add more features to the Website, often without prior notice to you. In addition, Verdigris Technologies may temporarily or permanently stop providing the Website, or any features within the Website, to you or to users generally and may not be able to provide you with prior notice.

Your Content

Some areas of the Website allow you to post or upload information, text, graphics, or other material (“Content” or, when posted by you, “your Content”), and to share your Content with others. You retain ownership of your Content, but there are many things that users may do with your Content, for example, copy it, modify it, re-share it, or broadcast it. Verdigris Technologies has no responsibility for that activity. You understand that publishing your Content on the Website is not a substitute for registering it with the U.S. Copyright Office, the Writer’s Guild of America, or any other rights organization. Please consider carefully what you choose to share.

You agree not to post Content that: (i) may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, or to any animal; (ii) may create a risk of any other loss or damage to any person or property; (iii) seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise; (iv) may constitute or contribute to a crime or tort; (v) contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, or otherwise objectionable; (vi) contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party’s trade secrets); (vii) contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships; or (viii) contains any information or content that you know is not correct and current. You agree that any Content that you post does not and will not violate rights of any kind, including without limitation any intellectual property rights or rights of privacy. We reserve the right, but are not obligated, to reject and/or remove any Content that we believe, in our sole discretion, violates these provisions.

You retain full ownership to your Content, but you agree to grant us a worldwide, non-exclusive, irrevocable, transferable, perpetual, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, edit, translate, make derivatives, display and distribute such Content in connection with providing access to the Website to you and other users. In connection with providing access to the Website, we may modify or adapt your Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media.

We reserve the right at all times, but are not obligated, to remove or refuse to distribute any Content on the Website including your Content. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of Verdigris Technologies, its users and the public.

Your Account

You must provide us accurate information when you create your Verdigris Technologies account. Your Verdigris Technologies account gives you access to the Website and functionality that we may establish and maintain from time to time and in our sole discretion. We may maintain different types of accounts for different types of users or organizations. If you connect to Verdigris Technologies with a third-party service, you give us permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service. You may never use another user’s account without permission.

Account Security

You are responsible for safeguarding the password that you use to access the Website and for any activities or actions under your password, whether your password is with Verdigris Technologies or a third-party service. We encourage you to use “strong” passwords that use a combination of upper and lower case letters, numbers and symbols with your account. You agree not to disclose your password to any third party. Verdigris Technologies cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements. You must notify Verdigris Technologies immediately upon becoming aware of any breach of security or unauthorized use of your account.

Verdigris Technologies’ License to You

Subject to these Terms, Verdigris Technologies gives you a personal, worldwide, royalty-free, non-assignable, non-sublicensable and non-exclusive license to use the Website. We reserve all rights not expressly granted in these Terms in the Website. We can terminate this license at any time for any reason or for no reason.

Except as otherwise provided herein, you may not use, download, upload, copy, print, display, perform, reproduce, publish, modify, delete, add to, license, post, transmit, or distribute any materials from this Website in whole or in part, for any public or commercial purpose without our specific written permission. Except as otherwise provided herein, use of the Website does not grant you a license to any Content, features or materials you may access on the Website and you may not modify, rent, lease, loan, sell, distribute or create derivative works of such Content, features or materials, in whole or in part. Any commercial use of the Website is strictly prohibited, except as allowed herein or otherwise approved by us. If you make use of the Website, other than as provided herein, in doing so you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to liability for such unauthorized use. We do not grant any license or other authorization to any user of our trademarks, registered trademarks, service marks, other copyrightable material or any other intellectual property by including them on the Website.

We may make available software to access the Service via a mobile device (“Mobile Software”). To use the Mobile Software you must have a mobile device that is compatible with the Mobile Service. We do not warrant that the Mobile Software will be compatible with your mobile device. We give you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one account on one mobile device owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Software to any third party or use the Mobile Software to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Software, features that prevent or restrict use or copying of any content accessible through the Mobile Software, or features that enforce limitations on use of the Mobile Software; or (v) delete the copyright and other proprietary rights notices on the Mobile Software. You agree that we may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You agree to the automatic upgrading on your mobile device, and agree that the terms and conditions of these Terms will apply to any upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. This license is not a sale of the Mobile Software or any copy thereof, and Verdigris Technologies or its third party partners or suppliers retain all right, title, and interest in the Mobile Software (and any copy thereof). We reserve all rights not expressly granted under these Terms. If the Mobile Software is being acquired on behalf of the United States Government, then the following provision applies. Use, duplication, or disclosure of the Mobile Software by the U.S. Government is subject to restrictions set forth in these Terms and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable. The Mobile Software originates in the United States, and is subject to United States export laws and regulations. The Mobile Software may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Mobile Software may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Mobile Software and the Website.

Verdigris Technologies Property, Copyrights and Feedback

All right, title, and interest in and to the Website (excluding Content provided by users) are and will remain the exclusive property of Verdigris Technologies and its licensors. The Website is protected by copyright, trademark, and other laws of both the United States and foreign countries. Nothing in the Terms gives you a right to use the Verdigris Technologies name or any of the Verdigris Technologies trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding Verdigris Technologies, or the Website is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.

Use of Content

All Content in or on the Website, whether publicly posted or privately transmitted by users, is the sole responsibility of the person who originated such Content. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Website or endorse any opinions expressed via the Website. We may not monitor or control the Content posted via the Website and, we cannot take responsibility for such Content. If you use or rely on any Content or materials posted via the Website or obtained by you through the Website, it is at your own risk. Under no circumstances will Verdigris Technologies be liable in any way for any Content, or any loss or damage of any kind incurred as a result of the use of any Content in the Website.

You agree that you are responsible for your use of the Website, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and third parties. You understand that if you do not have the right to submit Content to the Website, doing so may subject you to liability. Verdigris Technologies will not be responsible or liable for any use of your Content by Verdigris Technologies in accordance with these Terms. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit including all necessary rights to upload your Content for use in accordance with these terms and conditions.

Acceptable Use of Verdigris Technologies’ Website

Verdigris Technologies is trusted by its users, and we trust you to use our Website responsibly. You agree not to misuse the Website. For example, you must not, and must not attempt to do the following things:

  • use the Website for any unlawful purposes or for promotion of illegal activities;
  • post any Content on the Website in violation of any applicable law, including intellectual property laws and right of privacy or publicity laws, or any contractual obligation;
  • impersonate others through the Website or otherwise misrepresent your affiliation with a person or entity in a manner that does or is intended to mislead, confuse, or deceive others;
  • publish or post other people’s private or personally identifiable information, such as credit card numbers, street address or Social Security/National Identity numbers, without their express authorization and permission;
  • send unsolicited communications, promotions or advertisements, or spam;
  • publish or link to malicious content intended to damage or disrupt another user’s browser or computer or to compromise a user’s privacy;
  • access, tamper with, or use non-public areas of the Website, Verdigris Technologies’ computer systems, or the technical delivery systems of Verdigris Technologies’ providers;
  • probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
  • access or search the Website by any means other than our publicly supported interfaces (for example, “scraping”);
  • forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Website to send altered, deceptive or false source-identifying information;
  • interfere with, or disrupt, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Website, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Website. International users agree to comply with all local laws regarding online conduct and acceptable content.

We may investigate and/or suspend your account if you violate any of the above rules. Furthermore, we reserve the right to immediately terminate your account without further notice in the event that, in our sole and absolute judgment, you violate these Terms, or abuse the use of our Website. Violations of system or network security may result in civil or criminal liability. Verdigris Technologies will investigate occurrences and may involve, and cooperate with, law enforcement authorities in prosecuting the user or users who are involved in such violations.

Privacy

We care about the privacy of our users. We collect, use and share personally identifiable information and non-personally identifiable information as described in our Privacy Policy available at https://verdigris.co/privacy. You are agree that by using the Website, you agree to the collection of such information, and to have your personal data collected, used, transferred to and processed in the United States.

DMCA Notice - Copyright Complaints

We respect others’ intellectual property rights and we ask that you do too. We will respond to notices of alleged copyright infringement if they comply with the law and are properly provided to us.

If you believe that your material has been copied in a way that constitutes copyright infringement, please provide our copyright agent the following written information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed upon; (iii) a description of where the material that you claim is infringing is located on the Website; (iv) your address, telephone number, and e-mail address; (v) a statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner of authorized to act on the copyright owner’s behalf. Our copyright agent for notice of claims of copyright infringement on the Website can be reached as follows:

  • Copyright Agent: dmca@verdigris.co

It is often difficult to determine if your intellectual property rights have been violated or if the Digital Millennium Copyright Act (DMCA) requirements have been met. We may request additional information before we remove any infringing material. If a dispute develops as to the correct owner of the rights in question, we reserve the right to remove or disable access to the allegedly infringing material pending resolution of the matter. We will terminate the accounts of users that we determine are repeat infringers.

Please note that under Section 512(f) of the Copyright Act any person who makes false claims that material or an activity is infringing may be subject to liability for damages.

International Use

We control and operate the Website from our offices in the United States of America, and all information is processed within the United States. We do not represent that materials on the Website are appropriate or available for use in other locations. Persons who choose to access the Website from other locations do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable.

You agree to comply with all applicable laws, rules and regulations in connection with your use of the Website. Without limiting the generality of the foregoing, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.

By providing any personal information to the Website, all users, including without limitation users in the European Union, fully understand and unambiguously consent to the collection and processing of such information in the United States.

Any inquiries concerning these Terms should be directed to: legal@verdigris.co

Third-Party Links

The Website may have links to third-party websites, advertisers, services, special offers, or other events or activities that are not owned or controlled by us. We do not endorse or assume any responsibility for any of these third-party sites, information, materials, products, or services. If you access a third party website from the Website, you do so at your own risk, and you understand that these Terms and our Privacy Policy do not apply to your use of those sites. You expressly relieve Verdigris Technologies from any and all liability arising from your use of any third-party website, service, or content and agree that your dealings with any third-party website, service, or content is only between you and such third parties. You agree that we are not responsible for any loss or damage of any sort in your dealings with such advertisers.

Indemnification

You agree to defend, indemnify and hold harmless Verdigris Technologies and its licensee and licensors, and their employees, contractors, agents, officers and directors, 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 your use of and access to the Website, including any data or Content transmitted or received by you, any other party’s access or use of the Website with your username and password, or your violation of these Terms, applicable law, rule or regulation.

Modifications

We may revise these Terms from time to time and the most current version will always be posted on our website. If a revision, in our sole discretion, is material we will notify you (for example via email to the email address associated with your account). Other changes may be posted to our blog or Terms page, so please check those pages regularly. By continuing to access or use the Website after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new terms, please stop using the Website.

No Representations or Warranties

VERDIGRIS MAKES NO REPRESENTATIONS AND NO WARRANTIES OR CONDITIONS ON THE PERFORMANCE OF THE WEBSITE, EXPRESS, IMPLIED, STATUTORY, OR IN ANY OTHER PROVISION OF THESE TERMS OR COMMUNICATION WITH CUSTOMER, AND VERDIGRIS SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

No Software Warranty

THE WEBSITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE WEBSITE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, VERDIGRIS AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE WEBSITE WILL MEET YOUR REQUIREMENTS; THAT THE WEBSITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE WEBSITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE OUR WEBSITE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VERDIGRIS, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS WEBSITE. UNDER NO CIRCUMSTANCES WILL VERDIGRIS BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE WEBSITE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VERDIGRIS ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR WEBSITE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE WEBSITE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL VERDIGRIS ITS AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO COMPANY HEREUNDER.

THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF VERDIGRIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

International Use

The Website is controlled and operated from its facilities in the United States. We make no representations that the Website is appropriate or available for use in other locations. Those who access or use the Website from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. Without limiting the generality of the foregoing, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.

You may not use the Website if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Website are solely directed to individuals, companies, or other entities located in the United States.

By providing any personal information to the Website, all users, including without limitation users in the European Union, fully understand and unambiguously consent to the collection and processing of such information in the United States.

Any inquiries concerning these Terms should be directed to: legal@verdigris.co

Miscellaneous Legal Terms

ARBITRATION; WAIVER OF JURY TRIAL AND CLASS ACTION

ARBITRATION. In the unlikely event that Verdigris Technologies has not been able to resolve a dispute it has with you after attempting to do so informally, we each agree to resolve any claim, dispute, or controversy (excluding any Verdigris Technologies claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by the American Arbitration Association (“AAA”) in the city of San Francisco, California under the commercial rules then in effect for the AAA, except as provided herein. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Verdigris Technologies from seeking injunctive or other equitable relief from the courts as necessary to protect any of Verdigris Technologies’ proprietary interests.

CLASS ACTION AND JURY WAIVER. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING WHERE ENFORCEABLE. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER WEBSITE USERS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND VERDIGRIS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

General

These Terms and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment by you will be null and void.

You agree that the Website is based in California; and these Terms are governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

These Terms, together with any amendments and any additional agreements you may enter into with Verdigris Technologies in connection with the Website, will constitute the entire agreement between you and Verdigris Technologies concerning the Website. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.

No waiver of any sections of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Verdigris Technologies' failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

We may provide notifications, whether these are required by law of are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our Website, as determined by us in our sole discretion. You can opt out of certain types of notifications through your settings page.

These Terms inure to the benefit of Verdigris Technologies, Inc.’s successors, assigns and licensees. The section titles are for convenience only and have no legal effect.

Contact Us

To contact us with any questions or concerns in connection with this Agreement or the Website, or to provide any notice under this Agreement to us please contact us at http://verdigris.co/contact or write to us at NASA Ames Research Park, Building 19, RM 1077, Moffett Field, California, 94035, USA.