Welcome to the Avere Systems web site (the "Site") operated by Avere Systems, Inc. ("Avere").
PLEASE READ CAREFULLY THE FOLLOWING AGREEMENT. BY ACCESSING, BROWSING, AND/OR OTHERWISE USING THE SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS, INCLUDING THE GUIDELINES (AS DEFINED BELOW), AND ANY FUTURE MODIFICATIONS (COLLECTIVELY, THE "TERMS"). IF YOU DO NOT AGREE TO THESE TERMS, THEN PLEASE DO NOT USE THE SITE.
1. Eligibility; Registration Information and Password; Site Access.
1.1 THE SITE IS NOT AVAILABLE TO PERSONS UNDER THE AGE OF 13 OR TO ANY USERS SUSPENDED OR REMOVED FROM THE SITE BY AVERE. BY USING THE SITE, YOU REPRESENT THAT YOU ARE AT LEAST 13 YEARS OF AGE AND HAVE NOT BEEN PREVIOUSLY SUSPENDED OR REMOVED FROM THE SITE.
1.2 If you are using or opening an account on the Site on behalf of a company, entity, or organization (a "Subscribing Organization"), then you represent and warrant that you are an authorized representative of that Subscribing Organization with the authority to bind such organization to these Terms; and agree to be bound by these Terms on behalf of such Subscribing Organization.
1.3 You agree that any information you provide to Avere on registration and at all other times will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times. If you register, you will be asked to create a password. As you will be responsible for all activities that occur under your account, you should keep your password confidential. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account.
1.4 Subject to your compliance with these Terms, Avere grants you permission to use the Site as set forth in these Terms, and consistent with the intended features of the Site.
3. Disclaimers; No Warranties.
3.1 UNLESS OTHERWISE EXPRESSLY STATED BY AVERE, THE SITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. FOR CLARITY, THE SAVINGS CALCULATOR AVAILABLE ON THE SITE IS INTENDED FOR INFORMATIONAL AND ILLUSTRATION PURPOSES ONLY. ANY RESULTS GENERATED BY THE SAVINGS CALCULATOR DO NOT REPRESENT A GUARANTEE OF PERFORMANCE FOR ANY PARTICULAR CUSTOMER OR USE; ACTUAL RESULTS MAY VARY. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, AVERE, ITS SUPPLIERS AND PARTNERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
3.2 UNLESS OTHERWISE EXPRESSLY STATED BY AVERE, AVERE, ITS SUPPLIERS AND PARTNERS DO NOT WARRANT OR MAKE ANY REPRESENTATION: A) THAT THE SITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR B) REGARDING THE USE OF THE SITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT AVERE NOR ITS SUPPLIERS) ASSUME THE ENTIRE COST OF ANY NECESSARY SERVICING, REPAIR, OR CORRECTION. YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE SITE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
3.3 CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
4. Feedback. If you provide Avere with any comments, bug reports, feedback, or modifications proposed or suggested by you to the Site ("Feedback"), Avere shall have the right to use such Feedback at its discretion, including, but not limited to the incorporation of such suggested changes into the Site. You hereby grant Avere a perpetual, irrevocable, nonexclusive license under all rights necessary to incorporate and use your Feedback for any purpose.
5. Prohibited Conduct. BY USING THE SITE YOU PROMISE NOT TO:
5.1 Share Avere-issued passwords with any third party or encourage any other user to do so;
5.2 Use the Site for any illegal purpose or in any illegal manner; or
5.3 Upload material that is damaging to computer systems or data of Avere or other users of the Site (e.g. a virus).
6. Additional Terms. When using the Site, you will be subject to any additional posted guidelines or rules applicable to specific products, services or features which may be posted from time to time (the "Guidelines"). All such Guidelines are hereby incorporated by reference into the Terms.
7. Modification of the Terms
7.1 Avere reserves the right, at our discretion, to change, modify, add, or remove portions of the Terms at any time. Please check these Terms and any Guidelines periodically for changes. Your continued use of the Site after the posting of changes constitutes your binding acceptance of such changes. For any material changes to these Terms, such amended terms will automatically be effective 30 days after they are initially posted on the Site. In the event that such modifications materially alter your rights or obligations hereunder, such modified Terms will become effective upon the earlier of (i) your continued use of the Site with actual knowledge of such modified Terms, or (ii) 30 days from publication of such modified terms on the Site.
7.2 Access to certain products and services on the Site may be subject to the payment of fees under a separate agreement. Please see the terms associated with such products or services for more information.
8. Prohibited Uses.
8.1 Access to the Site from territories where its contents are illegal is prohibited. Those who choose to access the Site do so at their own initiative and are responsible for compliance with all local rules including, without limitation, rules about the internet, data, email, or privacy.
8.2 You may not use the Site in any manner that in our sole discretion could damage, disable, overburden, or impair it or interfere with any other party's use and enjoyment of the Site. You may not attempt to gain unauthorized access to the Site, or any part of them, other accounts, computer systems or networks connected to the Site, or any part of them, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Site. You agree neither to modify the Site in any manner or form, nor to use modified versions of the Site, including (without limitation) for the purpose of obtaining unauthorized access to the Site.
8.3 The Site may contain robot exclusion headers. You agree that you will not use any robot, spider, scraper, or other automated means to access the Site for any purpose without our express written permission or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Site.
9.1 By Avere. Unless otherwise specifically agreed to by Avere, you agree that Avere, in its sole discretion and for any or no reason, may terminate any account (or any part thereof) you may have with Avere or use of the Site and remove and discard all or any part of your account at any time. Avere may also in its sole discretion and at any time discontinue providing access to the Site, or any part thereof, with or without notice. Unless otherwise specifically agreed to by Avere, you agree that any termination of your access to the Site or any account you may have or portion thereof may be effected without prior notice, and you agree that Avere will not be liable to you or any third-party for any such termination. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the Site may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Avere may have at law or in equity.
9.2 By you. You may terminate your account, these Terms and your right to use the Site at any time and for any reason or no reason, by contacting Avere user support at firstname.lastname@example.org.
10. Ownership; Proprietary Rights. The Site is owned and operated by Avere. The visual interfaces, graphics, design, compilation, information, computer code, products, software (including any downloadable software), services, and all other elements of the Site provided by Avere ("Materials") are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any content uploaded by you, all Materials contained on the Site are the copyrighted property of Avere or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to Avere or its affiliates and/or third-party licensors. Except as expressly authorized by Avere, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.
11. Third-Party Sites, Products and Services; Links.
11.1 The Site may include links to other web sites or services ("Linked Sites") solely as a convenience to users. Avere does not endorse any such Linked Sites or the information, material, products or services contained on other linked sites or accessible through other Linked Sites. Furthermore, Avere makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through linked sites. ACCESS AND USE OF LINKED SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON LINKED SITES OR AVAILABLE THROUGH LINKED SITES, IS SOLELY AT YOUR OWN RISK.
11.2 Your correspondence or business dealings with, or participation in promotions of, any advertisers found on or through the Site are solely between you and such advertiser. YOU AGREE THAT AVERE WILL NOT BE 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 ADVERTISERS ON THE SITE.
12. Limitation of Liability; Indemnification
12.1 UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL AVERE OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING FROM OR RELATED TO THE USE OF THE SITE, INCLUDING THOSE THAT RESULT FROM THE USE OR THE INABILITY TO USE THE MATERIALS ON THE SITE, OR ANY OTHER INTERACTIONS WITH AVERE, EVEN IF AVERE OR AN AVERE AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, AVERE'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
12.2 IN NO EVENT WILL AVERE OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS OR SUPPLIERS HAVE ANY LIABILITY TO YOU FOR DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SITE (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE).
12.3 You agree to indemnify and hold harmless Avere, its affiliated companies, and its suppliers and partners from any claims, losses, damages, liabilities, including attorney's fees, arising out of your use or misuse of the Site, violation of these Terms, violation of the rights of any other person or entity, or any breach of the foregoing representations, warranties, and covenants. Avere reserves the right, at our own expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.
13. DISPUTE RESOLUTION
13.1 General. Generally, if a dispute arises between Avere and you, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and Avere agree that the parties will resolve any claim or controversy at law or equity that arises out of these Terms or the Site (a "Claim") in accordance with one of the subsections below or as you and we otherwise agree in writing. Before resorting to these alternatives, we strongly encourage you to first contact us directly to seek a resolution. We will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation.
13.2 Choice of Law; Forum. These Terms shall be governed in all respects by the laws of the Commonwealth of Pennsylvania as they apply to agreements entered into and to be performed entirely within Pennsylvania between Pennsylvania residents, without regard to conflict of law provisions. You agree that any claim or dispute you may have against Avere must be resolved by a court located in Allegheny County, Pennsylvania, except as otherwise agreed by the parties or as described in the Arbitration Option paragraph below. You agree to submit to the personal jurisdiction of the courts located within Allegheny County, Pennsylvania for the purpose of litigating all such claims or disputes.
13.3 Arbitration Option. For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding, non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (i) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (ii) the arbitration shall not require any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (iii) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
14.1 Severability. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.
14.2 Waiver. A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of any party at any time to require performance of any provision of these Terms will in no manner affect such party's right at a later time to enforce the same. A waiver of any breach of any provision of these Terms will not be construed as a continuing waiver of other breaches of the same or other provisions of these Terms.
14.3 Assignment. The Terms and related Guidelines, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by Avere without restriction.
14.4 Survival. Sections 3, 4, 5, 6, 7, 8, and 10 through 14 will survive any termination of these Terms.
14.5 Notice. Except as explicitly stated otherwise, legal notices will be served, with respect to Avere, on Avere's national registered agent, and, with respect to you, to the email address you provide to Avere during the registration process. Notice will be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to the address provided during the registration process. In such case, notice will be deemed given three days after the date of mailing.
14.6 Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
14.7 Entire Agreement. This is the entire agreement between you and Avere relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to these Terms or Guidelines made by Avere as set forth in Section 7 above.
14.8 Claims. YOU AND AVERE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
14.9 Disclosures. The services hereunder are offered by Avere, Inc., located at: 5000 McKnight Road, Suite 404, Pittsburgh, PA 15237. If you are a California resident, you may have this same information emailed to you by sending a letter to the foregoing address or by requesting or by submitting a request here with your email address and a request for this information using our Contact Form