IMPORTANT, READ CAREFULLY ALL OF THESE TERMS AND CONDITIONS ("TERMS & CONDITIONS"). BY SUBMITTING A RELEASE FOR DISSEMINATION, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS & CONDITIONS AND UNDERSTAND THEM, AND YOU AGREE TO BE BOUND BY THEM. IF YOU DO NOT AGREE TO THESE TERMS & CONDITIONS, DO NOT SUBMIT YOUR RELEASE AND CANCEL THIS PURCHASE IMMEDIATELY.
PLEASE NOTE THAT IF YOU ARE A CURRENT BUSINESS WIRE MEMBER THAT THESE TERMS & CONDITIONS SUPERCEDE YOUR MEMBERSHIP TERMS FOR THE SUBMISSION OF THIS RELEASE.
A. License, Acknowledgements and Warranties.
By submitting material to Business Wire for distribution through the eon.businesswire.com site ("the Site") you ("User") grant Business Wire the rights to distribute, display, reproduce, reformat, translate, archive, license, edit, modify and create derivative works and/or excerpts of any such material for purposes of distributing the material as part of Business Wire's products and services (and the promotion of same).
User warrants and represents that the content of all materials submitted to Business Wire will be accurate and original; that User owns or is an authorized licensee in the material provided to Business Wire for distribution; that the material will not violate or infringe upon any copyright, trademark, or other intellectual property, proprietary, personal, privacy, or other rights worldwide of other persons; that the material does not contain anything defamatory or any viruses, scripts, macros or programs, or links to scripts, macros or programs; and that the material complies with all applicable laws and regulations. User further warrants and represents that all recipients included on any distribution list provided by User to Business Wire have expressly consented to receive advertising and/or promotional email messages from User.
B. Payment Terms.
In the event of a default on the balance owed, User agrees to pay all costs of collection, including legal fees and costs, which are incurred by Business Wire or its agents.
C. Indemnity and Limitation of Liability.
User will indemnify and hold harmless Business Wire and its parent company, affiliate and subsidiary companies, officers, directors, employees, licensees, successors and assigns, including those licensed or authorized by Business Wire to transmit and distribute materials, from any and all liabilities, damages, judgments, claims, costs, losses, and expenses (including reasonable legal fees and costs) arising out of or relating to User's breach or alleged breach of these Terms & Conditions or for any alleging conduct that would amount to a breach of any of User's representations and warranties set forth in Section A of these Terms & Conditions.
BUSINESS WIRE SHALL NOT BE LIABLE TO USER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (EVEN IF BUSINESS WIRE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATED IN ANY WAY TO ANY PROVISION OF THIS AGREEMENT (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS. IN NO EVENT SHALL BUSINESS WIRE BE LIABLE TO USER FOR AN AMOUNT GREATER THAN THE ACTUAL PAYMENT MADE BY USER TO BUSINESS WIRE FOR THE PRODUCTS AND SERVICES PURCHASED PURSUANT TO THE TERMS OF THIS AGREEMENT. Some jurisdictions do not allow the exclusion of liability for incidental or consequential damages, so some or all of the above exclusions or limitations may not apply.
D. Force Majeure.
If Business Wire is prevented or delayed in or from performing any of its obligations under the Agreement due to circumstances beyond its control, including but not limited to governmental acts, war, riots, strikes or trade disputes (including by and with our own employees), technical failure, general availability of the internet, power failure, communications failure, weather, flood, fire or explosion, natural or local emergency, Business Wire shall not be liable for any resulting failure to provide services hereunder.
E. Entire Agreement, Severability, Successors and Assigns.
These Terms & Conditions, constitutes the entire agreement between the parties, supersedes any prior agreements whether oral or in writing, and shall bind and inure to the benefit of the parties and their successors and assigns. If any provision of these Terms & Conditions is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
F. Governing Law, Venue and Attorneys Fees.
These Terms & Conditions shall be governed by and construed in accordance with the laws of the United States and the State of California. Any dispute arising under or related in any way to these Terms & Conditions shall be adjudicated in a court of competent jurisdiction in the County of San Francisco, California. In the event of litigation to enforce any provision of these Terms & Conditions, the prevailing party will be entitled to recover from the other party its costs and fees, including reasonable legal fees.
G. Termination & Survivability.