You must read these Terms of Use, and related documents (Privacy Policy and Acceptable Use Guidelines) pertaining to The Tripwire’s (collectively, with all its affiliates and subsidiaries, “The Tripwire”) World Wide Web sites (”The Tripwire Web Sites,” as hereinafter more fully defined), carefully before accessing or using any of The Tripwire Web Sites. By accessing or using The Tripwire Web Sites (as hereinafter defined), you agree to be bound by these Terms of Use, the Privacy Policy and Acceptable Use Guidelines, and all the terms and conditions set forth herein and therein. If you wish not to be bound by these Terms of Use you must navigate away from any of The Tripwire Web Sites now, and you are prohibited from accessing and using such Web sites until such time as you are willing to be so bound. If you use The Tripwire Web Sites in a manner inconsistent with these Terms of Use, the Privacy Policy or Acceptable Use Guidelines, The Tripwire may terminate your access, block your future access and/or seek such other additional relief as The Tripwire, in its sole and reasonable discretion, shall determine. These Terms of Use may be modified per their terms. Each of the Privacy Policy and Acceptable Use Guidelines are incorporated herein by reference. In the event of any inconsistency between these Terms of Use and either the Privacy Policy or Acceptable Use Guidelines, the terms of either the Privacy Policy or Acceptable Use Guidelines, as the case may be, shall control.
The Tripwire Web Sites comprises several Web sites and Web pages operated by The Tripwire or its subsidiaries, affiliates and business partners.
1. The Tripwire Web Sites
The Tripwire Web Sites include:
Your use of The Tripwire Web Sites signifies your agreement to all the terms and conditions contained or referenced herein. If you do not agree to these terms and conditions you may not use The Tripwire Web Sites. The Tripwire reserves the right, at its sole discretion, to update or revise these Terms of Use without notice and you understand and agree it is solely your responsibility to visit this page from time to time to learn of changes and updates. Your continued use of The Tripwire Web Sites following the posting of any changes to the Terms of Use constitutes acceptance of such changes. Your use of a particular The Tripwire Web Site included within The Tripwire Web Sites may also be subject to additional terms, conditions and notices governing specific services, features or offers listed elsewhere in this agreement or on such particular The Tripwire Web Site (”Additional Terms”). In the event that any of the terms or conditions contained herein conflict with the Additional Terms then the Additional Terms shall control.
2. Agreement To Rules Of User Conduct
You agree to be bound, in addition to the terms and conditions of this document, by The Tripwire’s Acceptable Use Guidelines and its Privacy Policy, including but not limited to, agreeing not to use The Tripwire Web Sites for any unlawful purpose.
3. Third Party Sites
The Tripwire Web Sites may produce automated search results or directly provide links to other Internet web sites (”Outside Sites”). Outside Sites are not under the direct or indirect control or direction of The Tripwire, and you acknowledge that The Tripwire is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such Outside Sites. The existence of, or links to, Outside Sites does not imply endorsement of the site, or its content, by The Tripwire.
4. Proprietary Rights
You understand and agree that all content and materials, including the design elements, available on The Tripwire Web Sites (collectively “Intellectual Property”) are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights of their respective owners and the laws and treaties of the United States and other countries. Unless expressly authorized by The Tripwire to do so, you shall not sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from such Intellectual Property or any other content contained in The Tripwire Web Sites. Systematic retrieval of data or other content from The Tripwire Web Sites to create or compile, directly or indirectly, a collection, compilation, database or directory without express, prior written permission from The Tripwire is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in these Terms of Use is prohibited.
5. Copyright Notice
All content on The Tripwire Web Sites, and The Tripwire’s rights therein, is protected and all of The Tripwire’s rights therein and thereto are expressly reserved. Third-party copyrights, trademarks, service marks, patents and other intellectual property are the property of their respective owners, and nothing contained herein conveys permission to you to use any The Tripwire or third-party Intellectual Property except as The Tripwire has the right to, and does, grant the same and not in any manner inconsistent with these Terms of Use.
6. Copyrighted Materials; Limited License
a. Generally
The Tripwire Web Sites contain various types of content including graphics, text, sounds, animated material, design and layout elements, and other copyrighted and similarly protected content owned or licensed by The Tripwire or its third-party suppliers and clients. Users are not permitted to use this information in any manner or for any purpose other than as expressly authorized herein and in The Tripwire Web Sites. The policies below relate solely to that content owned by The Tripwire. For information, and permission to use, the content of third-party content rights owners, Users are directed to contact such third-party content rights owners directly.
By posting or submitting information (regardless of form or type, except for Personal Data as defined in the Privacy Policy) to The Tripwire Web Sites, you explicitly and unreservedly (except as prohibited by law and limited by the Privacy Policy):
1. Grant The Tripwire, its affiliates, and licensees the right to use, reproduce, display, perform, adapt, modify, distribute, have distributed, and promote the information in any form and for any purpose; and
2. Warrant and represent that you own or otherwise control all of the rights to the information and that public posting and use of such information by The Tripwire will not infringe or violate the rights of any third party or violate any law.
b. Permission Granted to Users of The Tripwire Web Sites
Acceptance of these Terms of Use, the Privacy Policy and Acceptable Use Guidelines conveys to accepting users permission to view, copy, download, and print, for personal use only, any copyrighted and other protected materials (but not trade or service marks or logos, whether registered or otherwise) owned by The Tripwire and available on The Tripwire Web Sites, subject to the following conditions:
1. Such materials may only be used for personal, noncommercial, and informational purposes. Under no circumstances may they be posted, distributed or modified in any manner or form whatsoever using technology now existing or hereinafter arising;
2. All copyright and other proprietary notices must be retained in such materials; and
3. Users may not reproduce, copy, or redistribute the design or layout of The Tripwire Web Sites, individual elements of such design or layout, nor any trade or service marks or logos without The Tripwire’s prior express written permission.
c. Permission for Commercial Use
Reproduction, copying, or redistribution for any commercial purpose whatsoever of any materials or design elements on The Tripwire Web Sites is strictly prohibited without The Tripwire’s prior express written permission. The Tripwire reserves the right to grant such permission at its sole discretion upon written request for such permission reasonably detailing (i) what materials or design elements are at issue and their URL addresses, (ii) the nature of the use for which permission is sought, and (iii) the identity and nature of the entity requesting such permission. In addition, all such requests for permission must contain a statement to the effect that, if the permission sought is granted, the requesting entity shall defend and hold harmless The Tripwire from any and all claims, liabilities, expenses and costs, including reasonable attorneys fees, that are connected in any way whatsoever with the requesting entity’s use of the materials or design elements for which such permission is granted, and failure to include a statement to such effect shall conclusively disqualify any such request from consideration for the permission sought.
Requests for permission for commercial use should be in writing and directed to The Tripwire at the mailing address at the end of these Terms of Use, attention: Legal Department.
d. Procedure for Making Claims of Copyright Infringement
The Tripwire, its affiliates and subsidiaries respect and heed the intellectual property rights of others, and requires its third-party content suppliers and other vendors and its users to do the same. If, despite The Tripwire’s best efforts, a user believes any content on The Tripwire Web Sites to be illegally infringing such user’s intellectual property rights, such user is requested to contact The Tripwire in writing at the mailing address at the end of these Terms of Use, attention: Legal Department. Any such notice shall be in writing and shall include (i) a reasonably detailed explanation of what materials or design elements are at issue, their allegedly infringing use, and their URL addresses within The Tripwire Web Sites, (ii) the location (physical or electronic, and if electronic and network-accessible, the URL) of each alleged protected original of such material or design, (iii) a statement to the effect that there is a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law, (iv) a statement by the author of such notice, made under penalty of perjury, that the above information in such notice is accurate and that such author is the copyright owner or authorized to act on the copyright owner’s behalf, and (v) the electronic or physical signature of the author of such notice, including such author’s name, address, telephone number, and email address.
7. Disclaimer Of Warranties
ALL MATERIALS, INFORMATTON, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH The Tripwire WEB SITES FOR YOUR USE (THE “CONTENT”) ARE PROVIDED “AS IS” AND “AS AVAILABLE”. CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. The Tripwire, ITS SUBSIDIARIES, AND LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT The Tripwire WEB SITES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF The Tripwire WEB SITES IS SOLELY AT YOUR RISK. BECAUSE SOME JURISDICTIONS DO NOT PERMIT EXCLUSION OF CERTAIN WARRANTIES, THIS PARAGRAPH MAY NOT APPLY, OR BE LIMITED IN ITS APPLICATION, TO YOU.
8. Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL The Tripwire, ITS SUBSIDIARIES, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT, DIRECTLY OR INDIRECTLY, FROM THE USE OF, OR INABILITY TO USE, The Tripwire WEB SITES. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF The Tripwire, ITS SUBSIDIARIES OR LICENSEES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION CONTAINED IN THIS PARAGRAPH, The Tripwire’s LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
9. Indemnification
You agree, upon notice, to defend, indemnify, and hold harmless The Tripwire, its subsidiaries and other affiliated companies, and their employees, contractors, officers, directors and shareholders from any and all liabilities and claims of whatever nature, and expenses, including reasonable attorney’s fees, that arise from your use or misuse of The Tripwire Web Sites. The Tripwire reserves the right, at its sole discretion, to assume the exclusive defense and control of any matter subject to indemnification by you hereunder. In the event of such election you shall fully cooperate with The Tripwire in asserting any available defenses.
10. Legal Compliance
The Tripwire makes no representation that the content on The Tripwire Web Sites is appropriate or available for use in locations outside the United States, and accessing the same from jurisdictions where such content is illegal is prohibited. You understand and agree that your access and use of The Tripwire Web Sites is at your own initiative and risk, and in compliance with, and pursuant to, the laws of the jurisdiction from where you initiate such access and/or the laws of the jurisdiction where you use The Tripwire’s services.
11. Choice Of Law & Forum
These Terms of Use shall be governed by and be construed in accordance with the laws of the State of New York, excluding its laws as to choice of law. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to these Terms of Use or your use of The Tripwire Web Sites shall be filed exclusively in the federal or state courts in and for the County of New York, and you further agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action, and waive any argument of inconvenient forum.
12. Severability And Integration
This agreement constitutes the entire agreement between you and The Tripwire with respect to the subject matter hereof, and supersedes all prior or contemporaneous communications and proposals whether oral, written, or electronic between you and The Tripwire with respect to The Tripwire Web Sites and the content thereof. If any part of these Terms of Use shall be held invalid or unenforceable by a court or other governmental body of competent jurisdiction, such portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
13. Termination
The Tripwire reserves the right, in its sole discretion and without notice, to terminate your access to all or part of The Tripwire Web Sites for violation of these Terms of Use.
14. Communicating with The Tripwire
The Tripwire is happy to receive comments about and suggestions to improve these Terms of Use, the Privacy Policy and the Acceptable Use Guidelines. If a user would like to communicate his or her comments or suggestions, or believes The Tripwire has failed to abide by any of these agreements, such user is encouraged to contact The Tripwire at any of the following listings:
The Tripwire
71 W 23 Street Floor 13
New York, NY 10010
(212) 741 – 7100
ToUconcern (at) thetripwire.com
