TERMS & CONDITIONS OF USE_

By accessing, viewing or otherwise using this web site you are agreeing to the following terms and conditions (“terms and conditions”).  “You”, “your” and “user” refer to all individuals and/or entities accessing this web site for any reason.  “We”, “us” and “our” refer to smartsignal corporation.  Please read these terms and conditions carefully: 

1.  Registration and changes to terms and conditions
You agree to: (a) provide accurate, current, and complete information about you as may be prompted by a registration form on the web site; (b) maintain the security of your password and identification; (c) maintain and promptly update the and any information you provide to us, to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to that information. You have sole responsibility for adequate protection and backup of data and/or equipment used in connection with the web site.  Further, you consent to the collection, processing and storage by us of your personal information in accordance with the terms of our privacy policy, which is available at http://www.smartsignal.com/privacy.aspx. You agree to comply with all applicable laws and regulations, and the terms of our privacy policy, with respect to any access, use and/or submission by you of any personal information in connection with this website.

Your access to and use of this web site and all content (“web site content”) are subject to these terms and conditions, and applicable laws and regulations (including all export and import laws, regulations and restrictions), all of which are subject to change from time to time without prior notice.  From time to time, we may: (a) supplement or make changes to these terms and conditions and other rules or access and use procedures, documentation, security procedures and standards for equipment; (b) change the type and location of web site content, system equipment, facilities or software; or (c) modify or withdraw any particular service or product referred to in this web site or any web site content.  We reserve the right to terminate access to this web site for any reason or to take other actions we believe necessary in our sole discretion to comply with applicable laws and regulations and/or to protect our rights, affiliates or customers.  Any access or attempt to access or use this web site for any unauthorized or illegal purpose is strictly prohibited. 

2.  No guarantee
We make no guarantee as to, and assume no responsibility for, the correctness, sufficiency or completeness of any web site content or information on this web site.  We do not represent, warrant or endorse the accuracy or reliability of any web site content or advertisements or information contained on, distributed through, or linked, downloaded or accessed from this web site, nor the quality of any web site content displayed, obtained or purchased by you as a result of your use of this web site or any web site content.  You hereby acknowledge that any reliance upon this web site, any web site content or any third party content shall be at your sole risk.  We reserve the right, in our sole discretion and without any obligation, to correct any error or omissions in any portion of this web site or any web site content at any time, with or without notice to you. 

3.  Restrictions on use
Without our prior written consent, which consent may be given or withheld in our sole discretion, you may not: (a) sell, resell, sublicense, rent, lease, display, disseminate or otherwise publicly distribute any web site content, or any part or parts thereof or information contained therein, or any access thereto; (b) use your access to this web site or any web site content to export or re-export data in violation of u.S. Export control laws and regulations; (c) use this web site or any web site content which you access in violation of, or post any information to any of our owned or licensed database which violates, any federal or state law, including data privacy laws and communication regulations and tariffs, or which infringes the intellectual property rights or misuses proprietary information of a third party or is made in furtherance of an illegal or fraudulent scheme or activity; (d) copy or transfer any web site content; or (e) modify, adapt, reverse engineer, decompile, disassemble, translate or convert any portion of this web site or web site content, or the selection, coordination or arrangement of the web site content.  

4.  Submissions, ideas and confidentiality
Any information, including but not limited to remarks, suggestions, ideas, graphics or other submissions, communicated to us through this web site is deemed non-confidential and is our exclusive property.  We are entitled to use any information or ideas submitted for any purpose without restriction and without compensation to or attribution or acknowledgement of the source. 

You may obtain direct access via the web site to certain confidential information of us and our licensors and suppliers, including without limitation technical, contractual, product, program, pricing, marketing and other valuable information that should reasonably be understood as confidential (“confidential information”).  You must hold confidential information in strict confidence.  Title to confidential information remains with us and our licensors and/or suppliers.  Your obligations regarding confidential information expire five (5) years after the date of observation, disclosure or receipt. Upon our written request, you must cease use of confidential information and return or destroy it.  These terms and conditions impose no obligation upon you with respect to confidential information that you can establish by legally sufficient evidence: (a) you possessed prior to your observation, disclosure or receipt from us, without an obligation to maintain its confidentiality; (b) is or becomes generally known to the public through no act or omission by you, or otherwise without violation of the terms and conditions; (c) you obtained from a third party who had the right to disclose it, without an obligation to keep such information confidential; (d) you independently developed without the use of confidential information and without the participation of individuals who have had access to it, or (e) in response to a valid order by a court or other governmental body, as otherwise required by law, or as necessary to establish the rights of either party under these terms and conditions and as disclosed after prior notice to us adequate to afford us the opportunity to object to the disclosure.

5.  Trademarks, copyrights and notices
Except as otherwise identified, the trademarks, trade names, logos, slogans and service marks appearing at this web site, including smartsignal, smartsignal shield, and epi center, and copyrights, including artwork, photographs, names and other elements, whether registered or unregistered, are our property.  Such trademarks and copyrights are not to be copied, reproduced, published or in any way used without written permission.  No part of this web site may be published, stored or transmitted in any form or means without our express written permission.  You may download web site content displayed on this web site for non-commercial, personal use only and must retain all copyright and other proprietary notices contained in the web site content.  Any use of the web site content or any trademarks or copyrighted materials other than for private, non-commercial viewing purposes is strictly prohibited.

6.  Hyperlinks
You may not establish hyperlinks either to this web site or away from this web site without our prior written consent, which consent may be given or withheld in our sole discretion.  In our sole discretion, we reserve the right to remove a hyperlink to this web site or away from this web site at any time and for any reason.  Contact us at info@smartsignal.com to request this consent.  All hyperlinks approved shall be to the home page of this web site.  Framing at this web site is expressly prohibited. 

7.  Third party sites
We may run advertisements and promotions from third parties on the web site. Your correspondence or business dealings with, or participation in promotions of, advertisers other than us found on or through the web site, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser.  We are not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such non-smartsignal advertisers on the web site. We advise you to exercise discretion while using or browsing this web site and the internet.  In addition, hyperlinks on this web site may direct you to sites containing information that some people may find offensive or inappropriate.  Such linked web sites may not be under our control, and we do not make any representations or warranties concerning any such web sites which you may access via a hyperlink from this web site, and accordingly we are not responsible for the accuracy, copyright compliance, legality, legitimacy or decency of material contained in web sites which may be accessible via a hyperlink to or from this web site or for the hyperlink itself.  We provide these hyperlinks to you only as a convenience, and the inclusion of any hyperlink on this web site is not and should not imply any endorsement by us of such linked web sites. 

8.  Disclaimer of warranties
This web site and all information and/or web site content on or obtained through this web site are provided “as is” and without warranty of any kind, and you hereby waive all other warranties relating thereto, including but not limited to any warranty of merchantability, fitness for a particular purpose, custom, usage or warranty against interference or infringement.  We do not warrant that this web site or any web site content or other information will meet your requirements, that the operation of this web site or any web site content, other information or any third party web site or web site content used with or through or provided by us, or any part thereof, will be uninterrupted or error free or that any defects in such information, this web site or any web site content will be or can be corrected.  In no event shall we have any liability to you (including liability to any person or persons whose claim or claims are based on or derived from a right or rights claimed by you) with respect to any and all claims at any and all times arising from or related to the subject matter of this web site or the web site content, in contract, tort, strict liability or otherwise.  Some jurisdictions may not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you. 

9.  Security
You assume the responsibility to take adequate precautions against damage to your systems or operations which could be caused by defects or deficiencies in this web site or any web site content.  You also acknowledge that electronic communications and databases are subject to errors, tampering and break-ins and that while we will implement reasonable security precautions to attempt to prevent such occurrences, we do not guarantee that such events will not take place.  Your installation and input, as well as third party systems and procedures, may influence the output and errors in any order or electronic transmission or communication, and can result in substantial errors in output, including incorrect information, orders and transactions.  In addition, errors may be introduced into information or orders in the course of their transmission over electronic networks.  You shall implement and take responsibility for appropriate review and confirmation procedures to verify and confirm orders or other transactions in which you participate using this web site or any web site content. 

10.  Indemnification
You also are solely responsible for ensuring that any posting made by or for you to this web site does not: (a) contain any virus or other computer software code or routine designed to disable, erase, impair or otherwise damage the web site, web site content or any software, hardware, information, data, system or content of any other user of the web site or web site content; or (b) infringe or violate and third party’s rights.  You hereby agree to indemnify, defend and hold us and our employees, agents, representatives, licensors and suppliers harmless from any liability, claim, cost or damage arising out of any claim or suit by any third party for your breach of (a) or (b) in this section or due to or arising out of your use of or connection to this web site (including any use by you on behalf of your employer), your breach of any of these terms and conditions or your violation of any third party’s rights.

11.  Limitation of liability
We shall not in any event be liable to you or to any third party for any direct, indirect, special, consequential or incidental losses, damages or expenses including for any lost profits, revenues, business opportunities or business advantages whatsoever directly or indirectly relating to the use or misuse of this web site, the web site content or with respect to any other hyperlinked web site, or any other material or software used therewith, the use or failure, non-compliance or limited availability of any web site content provided by us through this web site, any information provided in the company system or any obligation under or subject matter of this web site, whether such claim is based upon breach of contract, breach of warranty, negligence, gross negligence, strict liability in tort or any other theory of relief, or whether or not we are informed in advance of the possibility of such damages.

12.  General
If any part or parts of these terms and conditions are held to be invalid, the remaining parts will continue to be valid and enforceable.  Nothing in these terms and conditions affects any statutory rights of consumers that cannot be waived or limited by contract.  The use by you of this web site, the web site content, and any and all other matters related hereto, shall be governed by applicable united states federal law and the laws of the state of illinois, excluding its conflict-of-laws rules.  You hereby agree to waive any right to a jury trial in any suit arising out of or relating to this web site or any web site content.  Any suit or proceeding arising out of or relating hereto must be commenced within one year from the date the right, claim, demand or cause of action being asserted first came into being.  Venue for all disputes arising out of or relating to this agreement shall be in the state and federal courts situated in chicago, illinois. 

13.  Export laws; third party products and services
You agree to comply with all applicable export laws, regulations and restrictions.  Web site content we place on or make available through this web site may contain references or cross references to third party products, programs and services that are not announced or available in your country.  Such references do not imply that either we or such third party intends to announce or make available such products, programs or services in your country.  Consult us or the applicable third party for information regarding any such products, programs or services.  This web site may contain other proprietary notices and copyright information, the terms of which must be observed and followed.  Any rights not expressly granted herein are reserved.

14.  Proper notice
Communications made by e-mail or though this web site shall in no way be deemed to constitute legal notice to us or any of our divisions, subsidiaries, affiliates, officers, employees, agents or representatives regarding any existing or potential claim, or cause of action against us or any of our divisions, subsidiaries, affiliated companies, officers, employees, agents, or representatives, where notice is required by any federal, state or local laws, rules or regulations.

15.  Terminology
The information and web site content may use terms that have technical meanings that may be different from their ordinary meanings and require specialist knowledge and expertise to understand properly and use effectively.

16.  Questions
If you have any questions regarding this web site, the web site content, or these terms and conditions, contact us by email at info@smartsignal.com or by phone at 630-829-4000