Terms of Use Agreement

This Terms of Use Agreement ("Agreement") is a legal agreement between you ("User") and Preciva Incorporated ("Preciva"). By accessing and using the preciva.com web site, User acknowledges that he or she has read, understood and agrees to comply with the terms and conditions stated within this Agreement.

Preciva reserves the right to change these terms and conditions periodically at its sole discretion. User’s continued use of this web site constitutes acceptance of the terms and conditions stated at the time of use.

PRIVACY
Preciva collects information about the Users of its web sites. Collection of this information is governed by the Preciva Online Privacy Policy.

USER CONDUCT
Users agree that all the information posted or accessed will be used only for informational or educational purposes. There may be no commercial or other unauthorized use of any interactive features available on this web site. Users may not engage in any conduct or action that is prohibited by law or violates any federal, state or local laws.

CORPORATE IDENTIFICATION AND TRADEMARKS
All registered and/or unregistered trademarks and/or service marks (collectively, "Marks") used or referred to on this web site are the property of Preciva, unless otherwise noted. Users may not use, copy, reproduce, republish, upload, post, transmit, distribute or modify these Marks in any way without Preciva’s prior written permission. The use of Preciva’s Marks on any other web site is prohibited.

PROPRIETARY RIGHTS TO CONTENT
All materials contained on this web site are copyrighted by Preciva except where explicitly noted otherwise.  User acknowledges and agrees that content, including but not limited to text, designs, photographs, graphics, or other material contained in this web site ("Content") is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. User understands and agrees that User may not copy, reproduce, republish, distribute, modify or create derivative works from this Content or otherwise use, transmit, upload, rebroadcast or publish in any form this Content other than as expressly authorized by this Agreement without Preciva’s prior, written consent.

LINKS TO THIRD PARTY SITES
The Preciva web site may contain links to third party web sites, which are not under the control of Preciva. Preciva makes no representations whatsoever about any other web site to which you may have access through the Preciva web site. When you access a third party web site, you do so at your own risk and acknowledge that Preciva is not responsible or liable for any content, advertising, products or other materials available from such third party sites. User also agrees that Preciva shall not be liable for any loss or damage of any sort incurred as the result of using any third party’s web site. Mention of third party companies and web sites on the Preciva web site is for informational purposes only and does not constitute an endorsement or recommendation.

SOFTWARE DOWNLOADS
Any software that is made available to download ("Software") from this web site is the proprietary and copyrighted work of Preciva and/or its third party suppliers. Use of the Software is governed by the End User License Agreement, which accompanies or is included with the Software ("License Agreement"). An end user's license to use any Software is conditioned upon Preciva's acceptance of the end user's purchase order and the end user's review and agreement to, and compliance with, the License Agreement terms. Preciva reserves the right to reject any purchase order or license for any reason in Preciva's sole discretion. Preciva and/or its respective third party suppliers may make improvements and/or changes in the Software at any time without notice. Preciva may cease offering the Software for download or discontinue this web site at any time without notice. Preciva assumes no obligation with respect to supporting the web site or Software, except as expressly set forth in the License Agreement.

THE WEB SITE IS OFFERED FOR USE "AS IS" WITHOUT WARRANTIES OF ANY KIND. THE SOFTWARE IS WARRANTED, IF AT ALL, ONLY AS SET FORTH IN THE EXPRESS TERMS OF THE LICENSE AGREEMENT. EXCEPT AS WARRANTED IN THE LICENSE AGREEMENT, PRECIVA HEREBY DISCLAIMS ALL WARRANTIES WITH REGARD TO THE SOFTWARE AND WEB SITE, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

LIMITATION OF LIABILITY
USER EXPRESSLY UNDERSTANDS AND AGREES THAT PRECIVA SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE (DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPT OR OTHERWISE) RESULTING FROM ANY USE OF, OR INABILITY TO USE, THIS WEB SITE, OR RESULTING FROM ANY ERRORS OR OMISSIONS IN THE CONTENT OF THIS WEB SITE, REGARDLESS OF THE BASIS UPON WHICH LIABILITY IS CLAIMED, EVEN IF PRECIVA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. NOTE: SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

DISCLAIMER OF WARRANTIES
While every effort is made to ensure accuracy, Preciva makes no warranty that this web site will meet your requirements or that it will be uninterrupted, timely, secure or error free; nor does Preciva make any warranty as to the results that may be obtained from the use of this web site or as to the accuracy or reliability of any information obtained through this web site. USER UNDERSTANDS AND AGREES THAT ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THIS WEB SITE IS DONE AT USER’S OWN RISK AND THAT USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE DONE TO USER’S COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT. UNLESS EXPRESSLY STATED OTHERWISE, PRECIVA PROVIDES THIS SITE CONTENT "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, TO THE FULLEST EXTENT ALLOWABLE BY LAW. THIS INCLUDES THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OF INTELLECTUAL PROPERTY, AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL PRECIVA OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION OR LOSS OF INFORMATION) ARISING OUT OF THE USE OR INABILITY TO USE THE SITE CONTENT, EVEN IF PRECIVA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTE: SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

INDEMNIFICATION
User agrees, at User’s expense, to indemnify, defend and hold harmless Preciva, its officers, directors, employees, agents, affiliates, distributors and licensees from and against any judgment, losses, deficiencies, damages, liabilities, costs and expenses (including reasonable attorneys’ fees and expenses) incurred in connection with any claim, demand, suit, action or proceeding arising out of User’s breach of this Agreement or in connection with User’s use of this web site or any product or service related thereto.

GOVERNING LAW
This Agreement and the relationship between User and Preciva shall be governed by and construed in accordance with the laws of the State of Oregon. Any controversy or claim arising out of or relating to this Agreement or relating to use of this web site and the material contained in this web site shall be resolved in an Oregon court. User agrees that, regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to this Agreement must be filed within one (1) year after such claim or cause of action arises or will be forever barred.

WAIVER/SEVERABILITY
The waiver by either party of a breach or right under this Agreement will not constitute a waiver of any subsequent breach or right. If any provision of this Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from the remainder of this Agreement, which will otherwise remain in full force and effect.

RESERVATION OF RIGHTS
Any rights not expressly granted herein are reserved.