Terms and Conditions of Use
Modification of this Agreement. DSC reserves the right, in its sole discretion, to change, modify, add or remove, or otherwise alter these terms and conditions at any time. Such modifications shall become effective immediately upon their posting on the DSC Website. Accordingly, You should review the DSC Website and this Agreement on a regular basis to keep yourself apprised of any future changes.
DSC Services. The DSC Services are available to members of the DSC, which enables members to participate, through feedback and involvement, in the shaping of DSC formats, practices, and processes as they relate to the emerging smart digital stationery market.
You Use of Service. To use most elements of DSC Services, You are required to submit a membership application. Our membership is comprised only of organizations, not individuals. Each organization’s DSC membership is established and maintained via a designated representative of the organization. Each designated representative must be of the age of legal majority in the jurisdiction within which DSC membership is sought. DSC membership requires the designated representative to submit personal information. You agree to notify DSC of any changes to your personal information. Failure to do so may result in your inability to access and use DSC Services. You are responsible for all activity that occurs pursuant to your membership.
License. Subject to this Agreement, DSC grants to a limited, non-exclusive, and non-transferable license to access, stream, and use the DSC Website on a computing device owned or otherwise controlled by You, in accordance with this Agreement.
Payment. DSC may charge for DSC Services that You receive through your membership to DSC. Charges will be inclusive of all applicable taxes where required by law. Charges paid by You are final and non-refundable unless otherwise determined by DSC.
Restrictions on Use. As a user of the DSC Website, whether as a member or a non-member visitor, You may not use the DSC Website for any purpose other than a lawful, legitimate, and authorized use. You may not reproduce, upload, download, record, post, transmit, distribute, store, or archive any part of the DSC Website content without obtaining prior written express consent from DSC. Prohibited uses of the DSC Website additionally include, but are not limited to, the following: (a) conducting or facilitating any deceptive and unfair trade practices; (b) placement on the DSC Website of any untrue, malicious, fraudulent, harassing, offensive, or defamatory material, or any material that is not clearly relevant to legitimate uses of the DSC Website; (c) introduction of viruses, worms, or other programming routines that are intended to, or may actually disrupt or interfere with the intended operation of the DSC Website; (d) promotion of any unlawful activity or purpose, including any activity that could give rise to criminal or civil liability; (e) unauthorized alteration of any data or information supplied by another user of the DSC Website; (f) any activity that infringes on the copyright, patent, trademark, or other rights of DSC or any person or entity; (g) modification of software related to the DSC Website (hereinafter “Software”); (h) any effort by You to translate, reverse engineer, decompile, decrypt, extract, disassemble (except to the extent applicable laws specifically prohibit such restriction), or otherwise attempt to discover any programming or source code of the DSC Website or its Software, in whole or in part; or (j) removal of any patent, copyright, trade secret, trademark or other restrictive and proprietary notices or labels from the DSC Website or its Software or documentation. Any content You introduce to the DSC Website as a result of or which constitutes an impermissible use, as determined in the sole discretion of DSC, may be removed from the DSC Website. If You engage in a prohibited use of the DSC Website, You will be liable to DSC for any damages it incurs as a result.
Confidential Information. Confidential information includes non-public information related to DSC members, partners, suppliers, and other contractors, as well as any other information disclosed to or obtained by You, which You reasonably should recognize as confidential under the circumstances.
Notwithstanding the above, You may disclose Confidential Information if so required by law (including pursuant to a court order or subpoena), so long as You give DSC and/or identified individual reasonable notice and the opportunity to oppose such disclosure. You shall not otherwise directly or indirectly disclose, copy, distribute, republish, or allow any third party to have access to or use any Confidential Information without the prior express written permission of DSC and/or the identified individual. You shall not take any action of any kind in any way based upon the Confidential Information disclosed or made available by DSC, which directly or indirectly might interfere in any way with, or have an adverse effect on, the business of DSC or the business or contracts of its members, partners, suppliers, or other contractors, or with the existing business relationships of DSC with its members, respective employees, partners, suppliers, contractors, or other third parties.
Proprietary Rights. You acknowledge and agree that the DSC Website contains proprietary information, including but not limited to text, graphics, logos, icons, images, and the arrangement and compilation of such content, which is protected by applicable intellectual property laws and other laws. You agree not to copy, modify, rent, lease, loan, sell, distribute, repost, publicly display, use for any commercial purposes, or creative derivative works based on the DSC Website, in whole or in part, without the prior express written permission of DSC. You agree and acknowledge that DSC, including all associated proprietary information and rights, includes a proprietary design, process, and method protected by copyright, trademark, trade secret, or other intellectual property rights owned by DSC, and You expressly agree, covenant, and warrant that You shall not intentionally infringe upon these rights.
Disclaimer of Warranties. THE WEBSITE IS PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, DSC EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE WEBSITE INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, DSC PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE WEBSITE WILL MEET YOU REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATION, SYSTEM, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
Links. DSC may provide, via the DSC Website, links to third-party websites or resources. Because DSC has no ownership or control over such sites and resources, You acknowledge and agree that DSC shall not be responsible for the availability of such external sites or resources and DSC does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that DSC shall not be responsible or liable, directly or indirectly, for any damage or loss to You caused or alleged to be caused by or in connection with use of or reliance on the DSC Website or any Third-Party Site, or any content, goods or services available on or through any such site or resource.
Limitation of Liability. EXCEPT AS SET FORTH HEREIN, DSC SHALL NOT BE LIABLE FOR ANY LIABILITY ARISING FROM NEGLIGENT ACTIONS OR INACTIONS ARISING FROM OR RELATED TO ANY LOSS DUE TO PERSONAL INJURY, PROPERTY DAMAGE, ANY LOSS OF PROFITS, SAVINGS, OR GOODWILL, LOSS OR INACCURACY OF DATA, OR ANY INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, LOSS, COST, EXPENSE (WHETHER IN CONTRACT, TORT, INCLUDING NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE) THAT RESULT FROM YOUR USE OF THE WEBSITE OR DSC SERVICES, INCLUDING BUT NOT LIMITED TO YOUR INABILITY TO USE THE WEBSITE FOR ANY REASON (E.G., UNAUTHORIZED USE OR ACCESS OF YOUR ACCOUNT, ANY INTERRUPTION OF SERVICE, COMPUTER VIRUS) FOR USE OF THE WEBSITE, EVEN IF DSC OR AN AUTHORIZED REPRESENTATIVE OF DSC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY.
Indemnity. You agree to indemnify and hold DSC and its subsidiaries, affiliates, officers, directors, agents, employees, as well as their successors and assigns, harmless from all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interests, awards, penalties, fines, costs, or expenses of any kind, including reasonable attorneys’ fees, made by any third party due to or arising from or in connection with your use of the DSC Website and DSC Services, your breach of this Agreement, including the forgoing representations, warranties and covenants, or any term of any document it incorporates by reference, or your violation of any law, any contract or the rights of a third party, including without limitation, attorneys fees and costs.
Governing Law. This Agreement shall be governed by and construed in accordance with laws of the State of Delaware, without regard to the choice of law provisions thereof.
Jurisdiction. Any legal suit, action, or proceeding arising out of or related to this Agreement, including dispute resolution, shall be instituted exclusively in the federal courts of the United States in Delaware, or in the courts of the State of Delaware. You waive any and all objections to the exercise of jurisdiction over You by such courts and to venue in such courts.
Dispute Resolution. You agree that any dispute or claim arising out of, or in connection with, this Agreement shall be finally settled by binding arbitration between You and DSC, under the Commercial Rules of the American Arbitration Association, except that each party retains the right to bring an individual action in small claims court and each party reserves the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
You acknowledge and agree that You and DSC are each waiving the right to a trial by jury or to participate as a plaintiff or class in any purported class action or representative proceeding.
Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The parties agree that, any provision of applicable law notwithstanding, they will not request, and the arbitrator shall have no authority to award, punitive or exemplary damages against any party.
Miscellaneous. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Section headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach of this Agreement by You or others does not waive our right to act with respect to subsequent or similar breaches. This Agreement, and all documents incorporated herein by reference, set forth and constitute the entire understanding and agreement between us with respect to the subject matter hereof.