Welcome to the websites of Waggener Edstrom Worldwide, Inc. and our subsidiaries (collectively “Waggener Edstrom”). The websites (the “Site”) are comprised of various web pages owned and operated by Waggener Edstrom. By using our Site, you are agreeing to comply with and be bound by the following terms of service (“Terms”). Please review the following Terms carefully. If you do not agree to these Terms, please do not use this Site.
2. Intended Users The Site is intended for adults only. By using, providing, transmitting, or accessing any of the Materials made available by Waggener Edstrom or Users; by purchasing Products through the Site; or by merely browsing the Site, you affirm that you are eighteen (18) years old or older, or that you are over the age of thirteen (13) and possess legal parental or guardian consent, and that you are competent and capable of understanding, agreeing to, and complying with these Terms. Waggener Edstrom will never knowingly solicit or accept personally-identifiable information from children under the age of thirteen (13). Waggener Edstrom will never knowingly contact children under the age of thirteen (13) about special offers or for marketing purposes.
3. Use of Site and Materials. You agree to use the Site and any Materials only for purposes that are permitted by these Terms and any applicable law, regulation, or generally accepted practices or guidelines in any applicable jurisdiction (including any laws regarding the export of data or software to and from the United States or other applicable countries). You agree not to access or attempt to access the Site or Materials by any means other than the interface provided by Waggener Edstrom. You agree not to use the Site or Materials in any manner that could damage, disable, overburden, or impair the Site or servers or networks connected to the Site. You agree not to use the Site or Materials in any manner that could interfere with any other party’s use and enjoyment of the Site. You agree not to obtain or attempt to obtain any information or content not intentionally made available through the Site. You agree that your use of the Site will not violate the rights of any third party or breach any contract or duty to any third party. Waggener Edstrom reserves the right, but has no obligation, to investigate your use of the Site and/or Materials to determine whether you have violated these Terms or failed to comply with any applicable law, regulation, legal process, or government request.
4. Username and Password. To use certain features of the Site, you may be required to select and use a username and password and you may be required to have an account. You are responsible for maintaining the confidentiality and security of your username and password. You are responsible for all activity occurring under your username and password. You may be held liable for losses incurred by Waggener Edstrom or any other Site User resulting from the use of your username and password by someone else. In addition, you agree to immediately notify Waggener Edstrom of any unauthorized use of your username or password or any other breach of security.
5. Copyright. Waggener Edstrom owns or licenses all Materials on this Site, and some of the Materials are protected by copyright and other intellectual property rights. Any unauthorized use of the Materials may violate copyright, trademark, and other laws. Except as otherwise provided in these Terms, the copying, redistribution, transmission, use, adaptation, modification, translation, public performance, public display, or publication by you of any such Materials, or any part of this Site, is strictly prohibited. You do not acquire ownership rights to any Materials viewed through the Site. Waggener Edstrom’s posting of information or Materials on the Site does not constitute a waiver of any right in such information and Materials.
6. Waggener Edstrom Blogs. As part of the Site, Waggener Edstrom offers blogs where Users can post content (referred to hereinafter as “Content,” though Content is included in the definition of “Materials”). The term “Site” as used in these Terms and all other policies on the Site means all areas of and Products and other services offered through the Site, including without limitation, the blogs. The following terms and conditions apply specifically to the use of the blogs:
(a) Posting Content on the Blog You are solely responsible for your conduct relating to your use of the blogs and for any Content that you post on the blogs, or that you allow others to post on the blogs under your username. We reserve the right to maintain copies of all Content you post to any blog on the Site and/or in our storage media, according to Section 6(d) below. You must not use the blogs for unlawful purposes or to promote illegal activities. If you do use the blogs for such purposes, your access may be suspended or terminated, and Waggener Edstrom may notify law enforcement authorities of your actions. You must not provide multiple e-mail addresses for yourself with the intention of exploiting the blogs in any manner.
(b) Ownership of Content Waggener Edstrom owns all right, title, and interest in and to all Content posted on the blogs. By posting Content on the blogs, you acknowledge Waggener Edstrom’s unrestricted right to use or disclose the Content (or materials or ideas similar to the Content) in any media, now known or hereafter developed, without notice, compensation, or other obligation to you or any other person. You further acknowledge and agree that Waggener Edstrom may have something similar to the Content already under consideration or development. You shall retain a non-exclusive license to use, reproduce, publish, edit, translate, modify, adapt, distribute, publicly perform, publicly display, or make derivative works of Content you post on the blogs. No compensation will be paid to you for your posts of Content. Waggener Edstrom is under no obligation to leave posted or to use any Content you may provide. Waggener Edstrom may, in its sole discretion, remove any Content at any time for any or no reason without prior notice or liability to the User who posted the Content. In the event that Waggener Edstrom removes any Content you posted on the blogs, Waggener Edstrom maintains ownership of the Content. Waggener Edstrom also reserves the right to disclose any Content as necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to otherwise use the Content in any manner. By posting Content, you warrant and represent that the use and posting of the Content will not infringe, misappropriate, or otherwise violate the copyright, trademark, trade secret, other proprietary right, privacy right, or any other right of any third party. You shall be solely liable for any damages resulting from any infringement, misappropriation, or other violation of such rights or any other harm resulting from your use of the blogs.
(c) No Endorsement of Guarantee Blog Users are responsible for the Content they post. Waggener Edstrom may or may not pre-screen Content before it is posted. Waggener Edstrom shall have the right, but not the obligation, in its sole discretion, to refuse to post Content. The blogs may contain offensive, harmful, inaccurate, deceptive, or otherwise inappropriate Content. Waggener Edstrom is not obligated to monitor the Content and takes no responsibility for it. Waggener Edstrom merely provides access to such Content as a service to the Site Users. Waggener Edstrom does not endorse or guarantee in any way the accuracy or reliability of the Content. You acknowledge and agree that any reliance on the Content will be at your own risk.
(d) Retention and Storage Waggener Edstrom retains the right to make archival and back-up copies of and to store the Content, including drafts of Content that you never actually post to the Site, indefinitely. You agree, however, that Waggener Edstrom has no responsibility or liability for the deletion of, or failure to store or transmit, any Content.
7. Copyright Infringement Policy Waggener Edstrom respects the copyrights of others. If you believe that your copyright has been infringed by Materials or Content posted on the Site, please refer to the Waggener Edstrom Digital Millennium Copyright Act Policy (located here, http://waggeneredstrom.com/privacy-policy/dmca-policy). This Policy will provide step-by-step information on how to file a notice of infringement. The Policy will also tell you how to submit a counter notification if you believe you have been wrongly accused of copyright infringement and/or if you believe your Content has been wrongly removed from the Site. Waggener Edstrom will disable access to or remove Content or Materials that it believes in good faith is infringing a copyrighted work. Waggener Edstrom will suspend and/or terminate access to blog Users that it believes in good faith are repeat infringers. Waggener Edstrom may reinstate Content or Materials that was removed from the Site if it believes in good faith that the Content or Materials is not infringing third-party rights. Your use of the Site constitutes your acknowledgment of and agreement to the Digital Millennium Copyright Act Policy.
9. Products and Services Additional or alternative terms and conditions may apply to Waggener Edstrom Products, such as our WExPulse® media monitoring system and our WE twendz pro™ influence analytics service, and to specific portions or features of the Site.
10. Contributions to Waggener Edstrom By submitting ideas, suggestions, feedback, documents, and or/proposals (“Contributions”) to Waggener Edstrom, you acknowledge and agree that: (a) your Contributions do not contain any confidential or proprietary information; (b) Waggener Edstrom is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) Waggener Edstrom is entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any manner, and in any media, currently known or subsequently developed; (d) Waggener Edstrom may have something comparable to the Contributions that is under consideration or development; (e) any Contributions automatically become Waggener Edstrom’s property; and (f) your Contributions do not entitle you to any form of compensation.
11. Trademarks/Service Marks. Waggener Edstrom and its licensors retain all right, title, and interest in the trademarks and service marks shown on the Site. Waggener Edstrom trademarks and service marks displayed on the Site (the “Marks”) including, but not limited to, Innovation Communications®, Innovation Context®, Master Narrative®, Narrative Network®, News Stream®, Waggener Edstrom®, WE®, WExPulse®, WExView®, W Waggener Edstrom Worldwide & Design®, You Innovate. We Communicate.®, Be the Story You Want to Tell™, WE Studio D™, WE twendz pro™, and others are registered or unregistered trademarks or service marks of Waggener Edstrom in the United States and other countries. Other product and company names mentioned on the Site may be trademarks or service marks of their respective owners. You are not permitted to use the Marks in any manner without the prior written consent of Waggener Edstrom or the third party that may own the Marks. If you download or print a copy of the Materials for your personal use, you must keep intact all trademark notices on the Materials.
12. Limited Right to Use. The Site, including all the Materials on the Site, is the sole and exclusive property of Waggener Edstrom and its licensors. Waggener Edstrom grants you only a limited, nonexclusive license to view, print, or download Materials from the Site solely for your own personal use. You may print or download only one copy of the Materials on any single computer, provided you keep intact all copyright, trademark, and other proprietary notices on the Materials. Any printouts must be marked as follows: “© 2010 Waggener Edstrom Worldwide, Inc. All Rights Reserved.” The license does not allow republication, distribution, assignment, sublicense, sale, or other use of the Materials. Unless otherwise provided in these Terms, you may not modify, translate into any language or computer language, create derivative works based on, or reverse engineer any Materials. The rights granted to Users above are not applicable to the design or look and feel of the Site. Such elements of the Site are protected by intellectual property rights and may not be copied or imitated in whole or in part. Any unauthorized modification of the Materials or use of the Materials for any unauthorized purpose is a violation of Waggener Edstrom’s or its licensors’ copyright, trademark, and other proprietary rights and is strictly prohibited. Unless otherwise provided herein, the use of any such Materials on any other website or computer network without Waggener Edstrom’s prior written consent is strictly prohibited.
13. Violation of Terms.
a. Termination/Access Restriction Waggener Edstrom reserves the right to immediately terminate your access to the Site, in the event you violate these Terms or other agreements or guidelines, which may be associated with your use of the Site. Waggener Edstrom will not be responsible or liable to you for such termination. Upon such termination, you must immediately discontinue use of the Site and destroy any print or electronic copies you have made of any portion of the Site. Accessing the Site after such termination shall constitute an act of trespass. Termination of your Site access may also occur if: (i) The partner with whom Waggener Edstrom offered Products to you has terminated its relationship with Waggener Edstrom or ceased to offer the Products to you; or (ii) the Products provided to you by Waggener Edstrom is, in Waggener Edstrom’s opinion, no longer commercially viable; or (iii) Waggener Edstrom is transitioning to no longer providing the Products to Users in the country in which you are resident or from which you use the Products.
c. Legal Consequences of Violation You also agree that any violation of these Terms will cause Waggener Edstrom irreparable harm for which money damages are inadequate. You, therefore, consent to Waggener Edstrom obtaining any injunctive or equitable relief that it deems necessary or appropriate. If Waggener Edstrom does take any legal action against you due to your violation of these Terms, Waggener Edstrom will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs incurred in connection with such action.
14. Discontinued Use, Termination/Survival You may discontinue your access to the Site at any time. Waggener Edstrom may terminate your access to the Site at any time. Despite your discontinued use of the Site or termination of your access to the Site. Legal rights, obligations, warranties, and liabilities that you and Waggener Edstrom have agreed to in these Terms shall continue to apply to your past use of the Site.
15. Modification and Discontinuance of Materials on the Site We reserve the right, in our sole discretion, to modify, suspend, or discontinue the Materials and/or the Site, any portion of the Materials and/or the Site, or any Products or other services offered through the Site at any time and without prior notice or liability to you.
16. Indemnification. You agree to indemnify, defend and hold harmless Waggener Edstrom and its subsidiaries and each of their officers, directors, employees, agents, successors, and assigns from and against all liability, loss, claim and expense, including reasonable attorneys’ fees, related to your violation of these Terms; your use of the Site and Materials and/or any Products or other services offered through the Site; your provision of Content; your access to or use of third-party linked sites; and/or your violation of any rights of another, including intellectual property rights, by your use of the Site.
17. Nontransferable. Your right to use the Site is not transferable. Any password or right given to you to obtain information or documents is not transferrable.
18. Disclaimer and Limits. THE MATERIALS ON THE SITE ARE PROVIDED “AS-IS” AND “AS AVAILABLE,” AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE). THE MATERIALS, PRODUCTS, OR OTHER SERVICES PROVIDED THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. WAGGENER EDSTROM MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, OR ACCURACY OF THE MATERIALS AND OTHER PRODUCTS OR SERVICES CONTAINED ON OR PROVIDED THROUGH THE SITE FOR ANY PURPOSE. WAGGENER EDSTROM EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT THE OPERATION OF THE SITE WILL MEET THE YOUR REQUIREMENTS; THAT THE SITE WILL BE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS; THAT COMMUNICATIONS TO OR FROM THE SITE WILL BE SECURE AND NOT INTERCEPTED; THAT THE CAPABILITIES OFFERED ON THE SITE WILL BE UNINTERRUPTED; OR THAT ACCESS TO THE SITE WILL BE FREE FROM ERRORS OR DEFECTS OR THAT SUCH ERRORS OR DEFECTS WILL BE CORRECTED. WAGGENER EDSTROM DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH ANY LINKED SITE. YOU ARE URGED TO TAKE APPROPRIATE SAFEGUARDS BEFORE DOWNLOADING ANY MATERIALS FROM THE SITE. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SITE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLEY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR DATA LOSS THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL. WAGGENER EDSTROM ASSUMES NO RESPONSIBILITY OR LIABILITY FOR, AND YOU ARE SOLELY RESPONSIBLE FOR, ANY COMPUTER VIRUS OR SIMILAR CODE THAT IS DOWNLOADED TO YOUR COMPUTER FROM THE SITE OR ANY OTHER DAMAGES TO COMPUTER EQUIPMENT OR OTHER PROPERTY THAT MAY RESULT FROM USE OF THE SITE OR DOWNLOADING ANYTHING FROM THE SITE. WE HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY MATERIALS. IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN WAGGENER EDSTROM AND YOU. THIS SITE AND THE MATERIALS WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THE SITE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THESE TERMS. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.
20. Information and Press Releases. The Site contains information and press releases about Waggener Edstrom. While this information was believed to be accurate as of the date prepared, we disclaim any duty or obligation to update this information or any press releases. Information about companies other than ours contained in the press releases or otherwise, should not be relied upon as being provided or endorsed by us.
21. Applicable Laws. These Terms shall be governed by and construed in accordance with the laws of the State of Oregon, U.S.A., without giving effect to any principles of conflicts law. You agree that any dispute arising from or relating in any way to this Site will be brought exclusively in the Federal or State courts located in the State of Oregon, U.S.A., and you irrevocably agree to submit to the exclusive jurisdiction and venue of such courts.
22. General If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed removed from this Agreement and shall not affect the validity and enforceability of any remaining provisions. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms. Nothing contained in these Terms is in derogation of Waggener Edstrom’s right to comply with governmental, court, and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Waggener Edstrom with respect to such use. If Waggener Edstrom fails to act with respect to your breach or default of any of these Terms, Waggener Edstrom is not waiving its right to act with respect to any subsequent and/or similar breach or default. You may not assign, delegate, or transfer your rights or obligations under these Terms. Waggener Edstrom may assign, delegate, or transfer its rights or obligations under these Terms without your consent. Unless otherwise specified herein, these Terms constitute the entire agreement between you and Waggener Edstrom with respect to the Site, and supersede all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site. A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms or your use of the Site to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Any rights not expressly granted in these Terms are reserved by Waggener Edstrom.
23. Contact Us Please contact Waggener Edstrom with any comments, questions, or suggestions you may have regarding these Terms or the Site. You may contact us at: Three Centerpointe Drive, Suite 500 Lake Oswego, OR 97035 WELEGAL@waggeneredstrom.com 1 (800) 938-8136
Effective November 8, 2010