User Agreement
Welcome to the User Agreement (the “Agreement”) for Patents.com Acquisition Group, LLC (“Patents.com”). This Agreement describes the terms on which you may access and use our site and services. In order to become a Patents.com user, you must read and accept all of the terms and conditions of this Agreement and the Privacy Policy located at http://www.patents.com/privacy. In the event of any inconsistency between the Privacy Statement or Policy and this Agreement, this Agreement shall control. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits. If you do not agree to be bound by the terms of this Agreement, you may not use nor access our services or our Website located at www.patents.com (the “Site”).
We reserve the right to modify this Agreement at any time, and without prior notice, by posting amended terms on this Site. Your continued use of the Site or the Services indicates your acceptance of the amended Agreement.
PATENTS.COM GENERAL PROVISIONS
Description of Service
Patents.com provides various services to its users, including patent searching, a patent community and an IP Exchange Website which provides the ability to buy, sell and license Intellectual Property (“IP”), correspond with other users, research and learn about patents and other IP and more (the “Services”).
Membership Eligibility
Use of the Site and the Services is restricted to persons at least 18 years old. If you are registering as a business entity or the point person for a business entity, by registering you hereby agree that you have the legal authority to enter into this Agreement and bind your entity with your actions. If you do not meet these restrictions or are accessing this Site from any country where material on this Site is prohibited or illegal, you do not have permission to access the Site or the Services. Using the Services or other content available on our Site, except as expressly allowed is prohibited. Those who choose to access our Site from outside the United States do so knowingly on their own initiative and voluntarily at their own risk and are responsible for compliance with local laws. Furthermore, 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.
Use of Service
Your use of the Service is governed by this Agreement. Patents.com may refuse service without prior notice to any user for any or no reason.
You are responsible for maintaining the confidentiality of your password and account, and are fully responsible for all activities that occur under your password or account with or without your knowledge. If anyone obtains your login and password information to another person, your account privileges may be suspended or terminated. You agree to immediately notify Patents.com of any unauthorized use of your password or account or any other breach of security. Patents.com cannot and will not be liable for any loss or damage arising from your failure to comply with this section.
Termination
You agree that Patents.com may, with or without cause, immediately terminate your Patents.com account and access to the Service without prior notice. Without limiting the foregoing, the following may lead to a termination by Patents.com of a user’s use of the Service: (a) breaches or violations of this Agreement or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, or (c) extended periods of inactivity. Termination of your Patents.com account includes removal of access to all offerings within the Service and may also bar you from further use of the Service or the Site. Furthermore, you agree that all terminations shall be made in Patents.com’s sole discretion and that Patents.com shall not be liable to you nor any third-party for any termination of your account or access to the Service.
User Conduct
You may not use the Site or the Services provided through or in connection with the Site to:
- (a) violate the legal rights of others or to defame, harass, threaten or otherwise abuse them;
- (b) conduct or forward contests, pyramid schemes, or chain letters;
- (c) publish, post, distribute, disseminate or link to any:
- (i) inappropriate, profane, defamatory, infringing, obscene, adult content, nude, indecent or unlawful topic;
- (ii) material protected by intellectual or other proprietary rights, unless you own, control such rights or have received all necessary consents for your use of such materials;
- (iii) software or other material that contains viruses, corrupted files, or that may or are intended to damage the operation of another's computer;
- (d) sell, distribute, disseminate or link to any sites for marketing, sales or distribution of: firearms, explosives, ammunition, liquor, tobacco products, food that is not packaged or does not comply with all applicable laws for sale to consumers by commercial merchants, pharmaceuticals and controlled substances, counterfeit, pirated or stolen goods, fraudulent goods, any goods or services that infringe or otherwise violate a third party's rights, registered or unregistered securities, goods or services that:
(i) you cannot legally sell, (ii) are misrepresented, and/or (iii) if sold, would cause Patents.com to violate any law, statute or regulation;
- (e) collect information about third parties, including email addresses, without the express consent of such third parties;
-
(f) restrict or inhibit any other user from using and enjoying its rights in the Services or the Site or interfering with or disrupting the Services or the Site;
-
(g) use a Domain in connection with your use of the Site that is confusing or misleading to other Users or to the public;
- (h) email or otherwise transmit or disseminate any "junk email," "Spam," or any other form of duplicative or inappropriate solicitations or messages (commercial or otherwise); (i) violate the rights of any third parties, including, but not limited to, trademark, naming or publicity rights, or (j) violate any applicable government laws or regulations. Patents.com will cooperate with legal authorities and Internet service providers in releasing information about users who violate these user policies.
International Use
Recognizing the global nature of the Internet, you agree to comply with all applicable local rules including but not limited to rules regarding online conduct and acceptable content. Specifically, 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.
Information Provided on this Website
Users may provide information about themselves which may be visible to certain other users (see http://www.patents.com/privacy to learn more about information collected by Patents.com). You understand that by posting materials on the Site or otherwise providing materials to Patents.com, you are granting to Patents.com a royalty-free, perpetual, irrevocable license to use this information in the course of offering the Service. Furthermore, you understand that Patents.com retains the right to alter any materials submitted by you. You understand that all information publicly posted or privately transmitted through the Service is the sole responsibility of the person from which such content originated and that Patents.com will not be liable for any errors or omissions in any content. You understand that Patents.com cannot guarantee the identity of any other users with whom you may interact in the course of using the Service. Patents.com cannot guarantee the authenticity of any data which users may provide about themselves or relationships they may describe.
Access to Service
You agree not to monitor or copy, or allow others to monitor or copy, our web pages or the content included herein. You also agree not to “frame” or otherwise simulate the appearance or function of this Site. The access we provide does not include any right to collection, aggregation, copying, duplication, display or derivative use of the Site nor any use of data mining, robots, spiders, or similar data gathering and extraction tools for any purpose unless expressly permitted by Patents.com. A limited exception is provided to general search engines that use such tools to gather information for the sole purpose of displaying hyperlinks to the Site and does not include any site or service which provides listing services for classified ads or provides similar services. Use of the Site is impermissible for these purposes.
Patents.com Communications
In the course of providing you Services, Patents.com may need to communicate with you (see http://www.patents.com/privacy to learn more about communications). You agree to receive emails and other communications which are specific to your account and necessary for the normal functioning of the Service. You also agree to have your name and/or email address listed in the header of certain communications which you initiate through the Service.
Monitoring and Enforcement
While we have the right to monitor activity and content, we are not required to so monitor. Since we may not have the ability to control or actively monitor content we don’t guarantee its accuracy, integrity or quality. Because community standards vary and some users may not comply with our policies, in the process of using the Site, you may be exposed to content that you find offensive or objectionable. You can contact our customer service at mailto:customerservice@patents.com to let us know of content that you find objectionable. We may, but are not required to, investigate the complaints that come to our attention, however, because situations and interpretations vary, we may not take action. We will not be liable in any way for any content, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of, access to, or denial of access to any content on the Site.
Fees
Signing up for a basic Patents.com account is free. Other Services may require payments to be made. Patents.com reserves the right to charge for the Service or any portion thereof, modify the pricing of, add to, or discontinue the Service or any portion thereof without prior notice. When fees are required a list of our current fees will be located at http://www.patents.com/fees.
IP EXCHANGE
The Site may direct or provide you with, access to third-party content which is completely independent of the Site, including, but not limited to, other websites, programs, products or services. As a user seeking to purchase or license IP, you understand that all postings and other materials posted on, transmitted through, or linked from the Site, are the sole responsibility of the person from whom such content originated. As a poster of IP for sale or license, you are entirely responsible for all content that you post onto the Site. Patents.com may, but has no duty to, undertake any investigation of the information posted on to the Site by such posters.
Your interactions with entities found on or through the Site, including payment and delivery of IP rights, and any other terms, conditions, warranties or representations associated with such dealings, are your responsibility to validate and verify all aspects of any transactions. You should make whatever investigation and take whatever due diligence you feel necessary before proceeding with any transaction such that you feel protected that you are obtaining valid and enforceable IP. You agree that Patents.com shall not be responsible or liable for any loss or damage of any sort incurred with respect to any of these interactions and any transactions that may occur. If there is a dispute between users, or between users and any third party, you understand and agree that Patents.com is under no obligation to become involved. You hereby release Patents.com, its affiliates, officers, employees, members, advisers, agents and successors from claims, demands and (actual and consequential) damages of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes or the Site. YOU HEREBY WAIVE ANY LAW IN YOUR JURISDICTION THAT STATES OTHERWISE.
You acknowledge that Patents.com is neither the owner of the IP listed for sale or license nor does it have any influence or control on the business conducted among buyers, sellers, licensees or licensors of such IP. The responsibility for the content lies exclusively with the respective sellers, buyers, licensors, licensees and other users. All representations and warranties with respect to title to any IP will be made by the party posting the IP. It is your responsibility to thoroughly conduct your due diligence and to examine any documentation pertaining to title prior to consummating a transaction. Patents.com does not provide any guarantee that title documentation is either complete or accurate, or will satisfy the requirements of any jurisdiction, and Patents.com accepts no liability in connection therewith. The source of fees, prices, license fee or other valuation of any IP found on the Site is from the party posting such IP. Patents.com makes no representations or warranties of any kind to any potential buyer or licensee with respect to any IP or its value. You agree that Patents.com shall not be held responsible for the failure of either party to a purchase and sale agreement to follow-through with their obligations under such an agreement and that Patents.com, as the neutral facilitator of the Site, shall not be subject to any claims arising from the attempted purchase and sale of IP.
Patents.com shall not be liable for legal transactions or other acts of users. This also applies to any violations of rights of a third party through the listing of IP.
Patents.com makes no representation that any permit or license is needed or can be obtained if such permit or license is required to export such IP rights from the US.
LIMITATIONS, INDEMNIFICATIONS AND RESTRICTIONS
Indemnification
By accepting this Agreement, you agree to indemnify and otherwise hold harmless Patents.com, its officers, employees, members, advisers, agents, subsidiaries, affiliates and other partners from any direct, indirect, incidental, special, consequential or exemplary damages resulting from (i) your use of the Service and the Site; (ii) unauthorized access to or alteration of your communications with or through the Service or the Site; or (iii) any other matter relating to the Service or the Site. Any business transactions which may arise between users from their use of Patents.com are the sole responsibility of the users involved.
Without limitation of the terms and conditions set forth in our Privacy Policy, you understand and agree that Patents.com may disclose personally identifiable information if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to comply with legal process, enforce this Agreement, or protect the rights, property, or safety of Patents.com, its users, and the public.
Disclaimer of Warranties
YOU UNDERSTAND AND AGREE THAT THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THAT PATENTS.COM DOES NOT ASSUME ANY RESPONSIBILITY FOR PROMPT OR PROPER DELIVERY, OR RETENTION OF ANY USER INFORMATION OR COMMUNICATIONS BETWEEN USERS. PATENTS.COM ASSUMES NO RESPONSIBILITY FOR THE ACCURACY OR EXISTENCE OF ANY COMMUNICATIONS BETWEEN USERS. PATENTS.COM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
PATENTS.COM MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
NO ADVICE OR INFORMATION OBTAINED BY YOU FROM PATENTS.COM OR THROUGH OR FROM THE SERVICE OR THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
MISCELLANEOUS PROVISIONS
Entire Agreement
The Agreement constitutes the entire agreement between you and Patents.com and governs your use of the Service and the Site, superseding any prior agreements between you and Patents.com.
Intellectual Property
All content, database information, data and services available on, and collected as a whole through this Site are property of Patents.com, its affiliates, advertisers and its licensors and are protected by copyrights, trademarks, service marks, patents, trade secrets, and other proprietary rights and laws, in the U.S. and internationally. All rights not expressly granted herein are fully reserved by Patents.com, its affiliates, advertisers, and licensors. Patents.com’s licensors' or other third party materials, services or products referenced on this Site are common law or registered trade marks or service marks of such parties.
To allow Patents.com to use your information, so that we are not violating any rights you might have in such information, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable right to exercise the copyright, publicity, and database rights you have in your information, in any media now known or not currently known, with respect to your information.
If you believe that your work has been copied and is accessible on the Site in a way that constitutes copyright infringement, notify our designated agent in writing and provide all relevant information such that we may review your claim and include contact information. Also include a description of the allegedly infringed work, and were we may find such infringed work. You may notify our agent at customerservice@patents.com.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT PATENTS.COM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF PATENTS.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT WILL PATENTS.COM’S TOTAL CUMULATIVE DAMAGES EXCEED US$1.
Governing Law
The Agreement between you and Patents.com Corporation will be governed by and construed in accordance with the laws of the Commonwealth of Virginia without regard to conflict of laws principles. The parties agree that all disputes, claims or controversies arising out of or related to these Terms of Use shall be submitted for binding arbitration. Any arbitration shall take place in Loudoun County in the Commonwealth of Virginia and shall be administered by, and pursuant to the Commercial Arbitration Rules of the American Arbitration Association before a single arbitrator. The provisions of this paragraph may be enforced in any court of competent jurisdiction. YOU HEREBY IRREVOCABLY WAIVE ALL RIGHTS YOU MAY HAVE TO A JURY TRIAL IN ANY LEGAL ACTION OR PROCEEDING ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE.
General Information
Patents.com, the Patents.com logo, and other Patents.com logos and names are trademarks of Patents.com Corporation. You agree not to display or use these trademarks in any manner without Patents.com’s prior, written permission. The section titles of this Agreement are displayed for convenience only and have no legal effect. Please send any questions or comments, or report violations of the Agreement to: useragreement@patents.com.