This Agreement, including the additional Legal Notices, forms a legally binding contract between you and the Company in relation to your use of the Website. It is important that you take the time to read all of the documents carefully. If there is any contradiction between what the Legal Notices say and what the Agreement says, then the Legal Notices shall take precedence in relation to that part of the Website.
- Provision of the Website.
You understand and agree that affiliates and service providers of NCIT, including subsidiaries, parent companies, companies under common control with NCIT, and / or companies with whom NCIT has contracted, may provide the Website to you, that the form and substance of the Website provided to you may change from time to time without prior notice to you, and that NCIT may stop (permanently or temporarily) providing the Website (or any features within the Website) to users generally or you specifically at the Company’s sole discretion, without prior notice.
You understand and agree that if NCIT disables your access to the Website, you may be prevented from accessing the Website, your account details or any files or other content that is contained in your account. There is no service-level agreement (an “SLA”) with the Company or the Website. You understand and agree that the Website may not be available from time to time due to maintenance or service or network disruptions, and by your use of the Website you agree to hold harmless the Company for any such service interruptions.
- Your use of the REITless Website.
You agree not to access (or attempt to access) the Website by any means other than through the interface that is provided by NCIT unless you have been specifically allowed to do so in a separate agreement with the Company. You specifically agree not to access (or attempt to access) any element of the Website through any automated means (including use of scripts or web crawlers) and shall ensure that you comply with the instructions in any robots.txt file present in the root directory of the Website. You agree that you will not engage in any activity that interferes with or disrupts the Website (or the servers and networks that host the Website or that are connected with any elements thereof).
- Your passwords and security.
You agree and understand that you are responsible for maintaining the confidentiality of passwords associated with any credentials you use to access the REITless Website. Accordingly, you agree that you will be solely responsible for all activities that occur under your credentials. If you become aware of any unauthorized use of your password or of your account, you agree to notify the Company promptly.
- Privacy and your personal information.
You understand and agree that NCIT is not responsible for the privacy or security of any information that you provide to third parties via the Website.
- Content in the Website.
You understand that all information (such as data files, written text, publications, images) that you may have access to as part of, or through your use of, the Website are the sole responsibility of the person from which such content originated. All such information is referred to as the “Content.”
You should be aware that Content presented to you as part of the Website may be protected by intellectual property rights that are owned by providers of that Content (or by other persons or companies on their behalf), and may be subject to confidentiality provisions. You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by the Company and by the owners of that Content, in a separate agreement.
You agree that you are solely responsible for (and that NCIT has no responsibility for) any Content that you create, transmit or display while using the Website and for the consequences of your actions (including any loss or damage that the Company may suffer) by doing so.
- NCIT’s rights.
You recognize and agree that the Company or its licensors own certain legal right, title and interest in and to the Website, including any intellectual property rights that subsist in the Website (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further understand and agree that the Website may contain information that is designated confidential by the Company or its licensors and that you shall not disclose such information without the Company’s prior written consent.
Unless you have been expressly authorized to do so in writing, you agree that in using the Website, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
- Your license to use the REITless Website.
You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Website or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by the Company, in writing.
You may not assign (or grant a sub-license of) your rights to use the Website, grant a security interest in or over your rights to use the Website, or otherwise transfer any part of your rights to use the Website.
Certain software utilized by the Company may be licensed by the Company under the GNU General Public License or other public licenses. Nothing in this provision shall be construed as abrogating any rights of anyone to use software that has been used by NCIT under such public license.
- Content license from you.
You retain copyright and any other rights you already hold regarding Content that you may be permitted to publicly submit, post or display on or through the Website.
By submitting, posting or displaying the content you give the Company a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content that you submit, post or display on or through, the Website.
You agree that this license includes a right for the Company to make such Content available to other companies, organizations or individuals with whom the Company has relationships in connection with the provision of the Website. You understand that the Company may (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit the Company to take these actions. You confirm and warrant to the Company that you have all the rights, power and authority necessary to grant the above license.
- Software updates.
NCIT may offer proprietary software in conjunction with the Website, and it is possible that such Software may automatically download and install updates from time to time. These updates are designed to improve, enhance and further develop the Website and may take the form of bug fixes, enhanced functions, new software modules and completely new versions.
You agree to receive such updates (and permit the Company or its designee to deliver these to you) as part of your use of the Website.
- Terminating your use of the Website
(2) the Company is required to do so by law (for example, where the provision of the Website to you is, or becomes, unlawful); or
(3) any partner or affiliate with whom NCIT offered the Website to you has terminated its relationship with the Company or ceased to offer elements of the Website to you; or
(4) the provision of the Website to you by the Company is, in the Company’s sole opinion, no longer commercially viable.
- EXCLUSION OF WARRANTIES.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK AND THAT THE WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE.” IN PARTICULAR, NCIT, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT:
(1) YOUR USE OF THE WEBSITE WILL MEET YOUR REQUIREMENTS,
(2) YOUR USE OF THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
(3) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE WEBSITE WILL BE ACCURATE OR RELIABLE, AND
(4) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE WEBSITE WILL BE CORRECTED.
THE COMPANY FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
- LIMITATION OF LIABILITY.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE COMPANY, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS; ANY LOSS OR DAMAGE THAT MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:
(1) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE WEBSITE;
(2) ANY CHANGES THAT THE COMPANY MAY MAKE TO THE WEBSITE, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE WEBSITE (OR ANY FEATURES WITHIN IT);
(3) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE WEBSITE;
(4) YOUR FAILURE TO PROVIDE THE COMPANY WITH ACCURATE ACCOUNT INFORMATION;
(5) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL;
THE LIMITATIONS ON THE COMPANY’S LIABILITY TO YOU SHALL APPLY WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
- Other content
The Website includes hyperlinks and embedded frames linked to other web sites, content and resources. NCIT may have no control over any web sites, content or resources that are provided by companies or persons other than NCIT.
You understand and agree that NCIT is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
You understand and agree that NCIT is not liable for any loss or damage that may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
Sometimes when you use the Website, you may (as a result of, or through your use of the Website) use a service, download a piece of software, or purchase goods that are provided by another person or company.
This Agreement (including the additional Legal Notices incorporated by reference) constitute the whole legal agreement between you and NCIT and govern your use of the reitless Website (but excluding any services that the Company or its affiliates may provide to you under a separate written agreement), and completely replace any prior agreements between you and NCIT in relation to the Website.