Online and offline Asia Pacific Region, including Japan and Singapore
1. Acceptance of Terms
1.2 The Terms are entered into by and between Cartus ("Cartus") and You. If you are using the Services on behalf of Your employer (“Your Employer”), You represent that You are authorized to accept these Terms on Your Employer's behalf. Cartus provides the Cartus Client Access and other online resources accessible via cartus.com (the "Services") to You, subject to the Terms. Unless explicitly stated otherwise, the Terms will govern Your use of any new features that augment or enhance the current Services, including the release of new Cartus resources.
2. Your Obligations
In consideration of Your use of the Services, You agree to be solely responsible for: (a) providing true, accurate, current, and complete information about You, as prompted by the Service's registration form (the "Registration Data"), and (b) maintaining and promptly updating the Registration Data to keep it true, accurate, current and complete. You are solely responsible for the security of your password. Cartus is not liable for any unauthorized use of its Web site or Services. You acknowledge and agree that certain Services may provide password-restricted access to Customer information, such as names and certain terms of Your existing contracts that assist You in purchasing, maintaining, and supporting Your Cartus products.
By using this Web site and registering for such Services, You consent to Cartus' display of such information via the Services and accept all risks of unauthorized access to such information. If You provide any information that is false, inaccurate, out-of-date, or incomplete, or if Cartus has reasonable grounds to suspect that such information is false, inaccurate, out-of-date, or incomplete, Cartus may suspend or terminate Your account (as described in Section 9) and refuse any and all current or future use of the Services (or any portion thereof). Cartus agrees to make reasonable efforts to implement Your requested changes, additions, or deletions to Registration Data within one (1) business day of receipt of such written information. You are responsible for all costs and charges, including, without limitation, phone charges and telecommunications equipment, that You incur in order to use the Services.
3. Confidentiality of Cartus Information
In order to gain access to the Services, You agree to these confidentiality provisions:
3.1 You acknowledge that You may obtain direct access via the Web site to certain Cartus confidential information, including Cartus databases containing confidential information of and about Cartus and its suppliers, such as technical, contractual, pricing, marketing, and other valuable information ("Information"). You must hold Information in strict confidence and may provide Information to employees in your organization only on a need-to-know basis. You may use the Information from the Web site solely for the purpose of purchasing, maintaining, and supporting Your Cartus products and equipment. Title to Information remains with Cartus and its suppliers. You agree, either as an individual or on behalf of Your Employer, to be bound by the provisions of this Section 3. Furthermore, if You are acting on behalf of Your Employer, Your Employer agrees to indemnify Cartus for violations of this Section 3.
3.2 You do not acquire any rights in Information, except the limited right to use Information as described above.
3.3 Any breach of the Terms will result in irreparable harm to Cartus, for which damages would be an inadequate remedy; and, therefore, in addition to its rights and remedies otherwise available at law, Cartus will be entitled to equitable relief, including both a preliminary and permanent injunction, if such a breach occurs. You waive any requirement for the posting of a bond or other security if Cartus seeks such an injunction.
3.4 Your obligations regarding Information expire five (5) years after the date of disclosure. Upon termination of the Terms or of Cartus' written request, You must cease use of the Information and return or destroy all Information.
3.5 The Terms impose no obligation upon You with respect to Information that You can establish, by legally sufficient evidence: (a) You possessed, or knew, prior to Your receipt from Cartus, without an obligation to maintain its confidentiality; (b) is or becomes generally known to the public through no act or omission by You, or otherwise without violation of the Terms; (c) You obtained from a third party who had the right to disclose it, without an obligation to keep such information confidential; (d) You independently developed, without the use of the Information and without the participation of individuals who have had access to the Information; or (e) in response to a valid order by a court or other governmental body, as otherwise required by law, or as necessary to establish the rights of either party under these Terms and as disclosed after prior notice to Cartus that is adequate to afford Cartus the opportunity to object to the disclosure.
4. Your Conduct
4.1 You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that You, and not Cartus, are entirely responsible for all Content that You upload, post, or otherwise transmit via the Services. Cartus does not control the Content posted via the Services and, as such, does not guarantee the accuracy, integrity, or quality of such Content. You understand that by using the Services, You may be exposed to Content that is offensive, indecent, or objectionable.
4.2 While it is not our intent to monitor Your online communications, Cartus reserves the right to edit or remove content about which we become aware and determine to be harmful, offensive, or otherwise in violation of these Terms. Cartus may also remove Content that contains third-party commercial advertisements, is inaccurate, or includes unauthorized disclosure of Personal Information. Violation of these restrictions ("Restrictions") may also result in the termination or suspension of your account. These Restrictions apply to all content provided to or through the Services, including email messages, newsgroup postings, chat, and personal or business Web pages.
4.3 You agree not to post or store on cartus.com. or on any of its affiliated sites any Content that violates or infringes upon anyone's intellectual property rights (including copyrights, trademarks, trade secrets, patents, publicity rights, or (to the extent protectable) confidential ideas) or that is obscene, obscene as to minors, child pornography, defamatory, racist, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable ("Objectionable").
4.4 You agree not to use the Services in any way for spamming or to transmit chain letters, junk email, or bulk communications. You agree not to transmit through the Services any material that is Objectionable. You agree not to use any Cartus domain name as a pseudonymous return email address for any communications that You transmit from another location or through another service; and You may not pretend to be someone else, or spoof their identity, when using the Services. Furthermore, You agree not to transmit unsolicited or bulk communications to any Cartus account holder or to any cartus.com or affiliated email address (regardless of whether You use the Services to transmit any such communication).
4.5 You agree not to use the Services for any unlawful activities not otherwise covered above, including (without limitation) attempting to compromise the security of any networked account or Web site, operating an illegal lottery or gambling operation, stalking, or making direct threats of physical harm. Additionally, You agree not to use the Services to:
(a) impersonate any person or entity, including, but not limited to, a Cartus official or My Cartus Center leader; or to falsely state or otherwise misrepresent Your affiliation with a person or entity;
(b) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Services; or develop hidden pages or images (those not linked to cartus.com from another accessible page);
(c) upload, post, or otherwise transmit any Content that You do not have a right to transmit to the public under any law or under contractual or fiduciary relationships (such as inside, proprietary, or confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
(d) upload, post, or otherwise transmit any material that contains software viruses or any other computer code, files, or programs that are designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
(e) disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users of the Services are able to type, or otherwise act in a manner that negatively affects the ability of other users to engage in real-time exchanges;
(f) intentionally or unintentionally violate any applicable local, state, national, or international law, or any regulations having the force of law;
(g) collect or store personal data about other users;
(h) use Your My Cartus account as storage for remote loading or as a door or signpost to another home page, whether inside or beyond cartus.com.
5. Content Submitted to Cartus
5.1 Cartus does not claim ownership of the Content You place on Your My Cartus Center or on any other part of cartus.com. By submitting Content to Cartus for inclusion on My Cartus Center or elsewhere on cartus.com, You grant Cartus and all other users of cartus.com a worldwide, royalty-free, and nonexclusive license to reproduce, modify, distribute, transmit, display, perform, adapt, and publish the Content (including in digital form).
5.2 You acknowledge that Cartus does not pre-screen Content, but that Cartus and its designees have the right (but not the obligation), in their sole discretion, to block or restrict access to, or the availability of, or to disable any Content that is available via the Services. Without limiting the foregoing, Cartus and its designees may disable or restrict access to, or the availability of, any Content that violates the Terms or is otherwise objectionable. You must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.
6. Delivery of Email
Cartus will attempt to deliver all of the email that is addressed to your email address on Cartus' Services. Sometimes, however, someone who may or may not be a subscriber to Cartus' Services may attempt to relay large numbers of email messages, in bulk, off of or through one of our servers. Cartus reserves the right to discard that bulk relay email, because it is an unauthorized use of our equipment. Any email addressed to you in care of Cartus' Services that is included in that bulk relay email may not be delivered to you.
7. Spam Email and Postings
You agree that Cartus would be irreparably harmed by the use, by You or others, of Cartus' Services or facilities in connection with the transmission of spam newsgroup postings or unsolicited email in violation of these Terms, and that Cartus is entitled to obtain injunctive relief against any such transmission (in addition to all other remedies available at law or in equity). Cartus reserves the right to block, filter, or delete unsolicited email.
You agree to indemnify and hold Cartus and its subsidiaries, affiliates, officers, agents, co-branders, alliance members or other partners, and employees harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Your Content, Your use of the Services, including any use by Your employees (including as described in Section 3.1), Your connection to the Services, Your violation of the Terms, or Your violation of any rights of another.
9. Notices, Modification and Termination of Services
Cartus may send notices to You via either email or regular mail. The Services may also provide notices of changes to the Terms or other matters by displaying notices or links to notices to You generally on or within the Services. Cartus reserves the right, at any time and from time to time, to modify or discontinue, temporarily or permanently, the Services (or any part thereof), with or without notice. Cartus may make changes to the Cartus Store, including changes regarding products, services, programs, and prices, at any time without notice. Cartus, in its sole discretion, may terminate Your password, My Cartus account, My Cartus Center, use of the Services, or use of any other Cartus service, and remove and discard any Content within the Services, for any reason, including, without limitation, for lack of use or if Cartus believes that You have violated or acted inconsistently with the letter or spirit of the Terms. Any termination of Your access to the Services under any provision of the Terms may be effected without prior notice, and Cartus may immediately de-activate or delete Your My Cartus account or My Cartus Center and all related information and files in Your My Cartus account or My Cartus Center, and/or bar any further access by You to such files or the Services. Further, Cartus will not be liable to You or to any third party for any termination, modification, or suspension of the Services.
10.1 The Services may provide, or third parties may provide, links to other Internet Web sites or resources. Because Cartus has no control over such Web sites and resources, You acknowledge and agree that Cartus is not responsible for the availability of such external Web sites or resources and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such Web sites or resources. Cartus will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by, or in connection with the use of or reliance on, any such Content, goods, or services available on or through any such Web site or resource.
10.2 This Web site may be linked to other Web sites that are not under the control of, and are not maintained by, Cartus. Cartus is not responsible for the content of those Web sites. Cartus is providing these links to You only as a convenience, and the inclusion of any link to such Web sites does not imply endorsement of those Web sites by Cartus.
11. Intellectual Property Rights
11.1 The Services, and any software used in connection with the Services ("Software"), contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Content contained in third-party advertisements, or information presented to You through the Services or advertisers, is protected by copyrights, trademarks, service marks, patents, publicity rights, or other proprietary rights and laws. Except as expressly authorized by Cartus or advertisers, You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Services or the Software, in whole or in part.
11.2 You may use the Software and related Services only subject to the agreement or license that accompanies such Software or Services. You may use the Services only during their specified term, for the enumerated number of times, for the specified number of individuals, or as otherwise limited in the applicable agreement or license. Services involving an update, version release, product release, maintenance release, patch, or derivative work of a licensed Software or Service may be used only: (a) on systems for which such Software or Service was specifically licensed; and (b) subject to the license and warranty term governing the original product or Service. Services provided as an element of Cartus' support, consulting, or educational services also are governed by the terms of the applicable support, consulting, or educational services agreement.
11.3 You must not modify, decompile, or reverse engineer any Software that Cartus discloses to You and must not remove, overprint, or deface any notice of copyright, trademark, logo, legend, or other notice of ownership from any originals or copies of the Software or Information from the Services.
11.4 "Cartus Trademarks" include all names, marks, brands, logos, designs, trade dress, and other designations that Cartus uses in connection with its Products or Services. Customer may refer to Products and Services by the associated Cartus Trademarks, provided that such reference is truthful and not misleading and complies with the then-current Cartus Trademark and Logo Policies. Customer may not remove or alter any Cartus Trademarks, nor may Customer co-logo Products or material associated with Customer’s services. Customer acknowledges Cartus' rights in Cartus Trademarks and agrees that any and all use of Cartus Trademarks by Customer shall inure to the sole benefit of Cartus. Customer agrees not to incorporate any Cartus Trademarks into Customer’s trademarks, service marks, company names, Internet addresses, domain names, or any other similar designations.
11.5 All Content provided on this Web site is provided by Cartus or to Cartus by its respective manufacturers, authors, developers, and vendors ("Third-Party Provider") and is the copyrighted work of Cartus and/or a Third-Party Provider. Except as stated herein, none of the Content may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior express written permission of Cartus or the Third-Party Provider. No part of the Web site, including logos, graphics, sounds, or images, may be reproduced or retransmitted in any way, or by any means, without the prior express written permission of Cartus. You also may not, without Cartus' prior express written permission, "mirror" any Content contained on this Web site on any other server.
11.6 Nothing on this Web site shall be construed as conferring any license under any of Cartus' or any Third-Party Provider's intellectual property rights, whether by estoppel, implication, or otherwise. You acknowledge sole responsibility for obtaining any such licenses.
11.7 Permission is granted to display, copy, distribute, and download Cartus' Content residing on this Web site, provided that: (1) both the copyright notice identified below and this permission notice appear in the Content; (2) the use of such Content is solely for personal, noncommercial, and informational use and will not be copied or posted on any networked computer or broadcast in any media, except as explicitly permitted by valid license covering such materials; and (3) no modifications of any of the Content are made. This permission terminates automatically without notice if You breach any of these terms or conditions. Upon termination, You must immediately destroy any downloaded and printed Content.
11.8 Any unauthorized use of any Content contained on this Web site may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.
11.9 Content provided by a Third-Party Provider has not been independently authenticated, in whole or in part, by Cartus. Cartus does not provide, sell, license, or lease any of the Content on the Web site other than that specifically identified as being provided by Cartus.
12. Disclaimer of Warranties
12.1 YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES AND INFORMATION (AS DEFINED IN SECTIONS 1.2 AND 3.1) ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. UNLESS OTHERWISE EXPLICITLY STATED, THE CONTENT ON CARTUS' WEB SITES IS PROVIDED "AS IS", "WITH ALL FAULTS," IS EXPERIMENTAL, AND IS FOR COMMERCIAL USE ONLY. CARTUS DISCLAIMS ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. CARTUS MAKES NO REPRESENTATIONS, WARRANTIES, CONDITIONS, OR GUARANTIES AS TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF ANY OF THE CONTENT CONTAINED ON CARTUS' WEB SITES. CARTUS MAY MAKE AVAILABLE ON CARTUS' WEB SITES CONTENT AVAILABLE FOR DOWNLOADING THAT HAS BEEN SUBMITTED BY THIRD-PARTY USERS OF CARTUS' WEB SITES. ANY QUESTIONS REGARDING SUCH CONTENT SHOULD BE DIRECTED TO THE PROVIDERS OF THAT CONTENT. IN NO EVENT WILL CARTUS OR ITS SUPPLIERS BE LIABLE FOR THE ACCURACY OR COMPLETENESS OF THE CONTENT OR INFORMATION DOWNLOADED FROM CARTUS' WEB SITES. YOU FURTHER ACKNOWLEDGE THAT YOU ARE SOLELY RESPONSIBLE FOR ANY MOBILE DEVICE THAT YOU UTILIZE TO ACCESS THIS WEB SITE, INCLUDING MANAGING ANY DATA RETAINED OR DOWNLOADED TO THAT DEVICE.
12.2 CARTUS MAKES NO WARRANTY OR CONDITION THAT: (i) THE SERVICES WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, OR THAT (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
12.3 ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL, INCLUDING ANY DAMAGES RESULTING FROM COMPUTER VIRUSES.
12.4 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CARTUS, OR THROUGH OR FROM THE SERVICES, WILL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THE TERMS. CARTUS' EMPLOYEES ARE NOT AUTHORIZED TO VARY THESE TERMS.
13. Limitation of Liability
13.1 TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, CARTUS IS NOT LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE (EVEN IF CARTUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR RELATED TO: (i) THE USE OF OR THE INABILITY TO USE THE SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES AND cartus.com; OR (v) ANY OTHER MATTER RELATING TO THE SERVICES, INCLUDING CONTENT THAT YOU MAY DOWNLOAD, USE, MODIFY, OR DISTRIBUTE FROM CARTUS' WEB SITES.
13.2 YOU HAVE SOLE RESPONSIBILITY FOR ADEQUATE PROTECTION AND BACKUP OF DATA AND/OR EQUIPMENT USED IN CONNECTION WITH THE WEB SITE AND WILL NOT MAKE A CLAIM AGAINST CARTUS FOR LOST DATA, RE-RUN TIME, INACCURATE OUTPUT, WORK DELAYS, OR LOST PROFITS RESULTING FROM THE USE OF THE CONTENT.
13.3 YOU AGREE TO HOLD CARTUS HARMLESS FROM, AND YOU COVENANT NOT TO SUE CARTUS FOR, ANY CLAIMS BASED ON USING THE WEB SITE, WHETHER IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE), OR OTHERWISE. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to You.
15. General Information
15.1 The Terms constitute the entire agreement between You and Cartus and govern Your use of the Services, superseding any prior agreements between You and Cartus (including, but not limited to, any prior versions of the Terms). You also may be subject to additional terms and conditions that may apply when You use other Cartus services, third-party content or third-party software. You must not assign or otherwise transfer the Terms nor any right granted hereunder. Sections 3, 4, 7, 10, 11, 12, and 14 survive termination of the Terms.
15.2 Cartus controls and operates this Web site from its headquarters and makes no representation that this Content is appropriate or available for use in other locations. If You use this Web site from other locations, You are responsible for compliance with applicable local laws, including, but not limited to, the export and import regulations of other countries.
15.3 You acknowledge and agree that Content is subject to all applicable national export administration laws and regulations. Diversion of such Content contrary to applicable law is prohibited. You agree that none of the Content, nor any direct product therefrom, is being or will be acquired for, shipped, transferred, or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals, nor be used for nuclear activities, chemical biological weapons, or missile projects unless authorized by applicable law. Various countries may be subject to embargo by law, including Cuba, Iran, Iraq, Libya, North Korea, Syria, Serbia, and Sudan. This list is subject to change without further notice from Cartus, and You must comply with applicable lists as they exist in fact. You certify that You are not on any applicable denied-persons List, or affiliated or similar lists, or on any applicable specially designated nationals or similar list issued by any country. You agree to comply strictly with all applicable export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required.
15.4 This Web site could include inaccuracies or typographical errors. Cartus and any Third-Party Provider may make improvements and/or changes in the products, services, programs, and prices described in this Web site at any time without notice. Changes are periodically made to the Web site. Cartus may amend these Terms at any time by posting the amended terms on this site.
15.5 The failure of Cartus to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. If a court of competent jurisdiction finds any provision of the Terms to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. Regardless of any statute or law to the contrary, any claim or cause of action arising out of, or related to, use of the Services or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms are for convenience only and have no legal or contractual effect.
15.6 These Terms represent the entire understanding relating to the use of the Web site and prevail over any prior or contemporaneous, conflicting, or additional communications.
16. Cartus Trademark Notices
Cartus, the Cartus logo, the Cartus logo and formative trademarks and logos, and other trademarks appearing on this Web site are trademarks or registered trademarks of Cartus.