We reserve the right to change these Terms & Conditions or to impose new conditions on use of the Site, from time to time, in which case we will post the revised Terms & Conditions on this Site. We may not necessarily provide you with notice of any change to these Terms & Conditions, other than posting the new Terms & Conditions on the Site. By continuing to use the Site after we post any such changes, you accept the Terms & Conditions, as modified. These Terms & Conditions, as amended from time to time, form a legally binding agreement between you and us in relation to your use of the Site and the services we provide to you. It is important that you take the time to read them carefully.
1. License and Terms.
A. General License. The Site and all the materials (including without limitation, text, news, information, data, music, audio, photos, videos, other images and content) available on the Site are our property or the property of our affiliates or licensors, and are protected by copyright, trademark, and/or other intellectual property laws. The Site is provided solely for your personal noncommercial use, subject to the provisions of these Terms & Conditions. You may not use the Site or the materials available on the Site in a manner that constitutes an infringement of these rights or has not been authorized by us. More specifically, unless explicitly authorized in these Terms & Conditions or by the owner of the materials, you may not modify, copy, reproduce, republish, upload, post, transmit, translate, sell, rent, license, create derivative works, exploit, or distribute in any manner or medium (including by email or other electronic means) any material from the Site. Nothing in these Terms & Conditions gives you a right to use any of our trademarks, service marks, logos, domain names, and other distinctive features. You may, however, from time to time, download and/or print one copy of individual pages of the Site for your personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices. Information about requesting permission to reproduce or distribute materials from the Site can be found here. You also agree not to remove, obscure or alter any proprietary rights notices which are affixed to or contained within the Site.
B. Your License to Us. In consideration of using the Site, including posting or submitting any material (including, without limitation, photos, audio, videos, data, text, software and other content) to us via the Site, you are representing: (i) that you are the owner of the material, or are making your posting or submission with the express consent of the owner of the material or intellectual property or proprietary rights contained in or conveyed by the material; and (ii) that the material you provide will not infringe on any third party’s intellectual property, proprietary or privacy rights. In addition, when you submit or post any material, you are granting us, and anyone authorized by us, a royalty-free, perpetual, irrevocable, non-exclusive, unrestricted, worldwide license to use, copy, modify, transmit, sell, exploit, create derivative works from, distribute, and/or publicly perform or display such material, in whole or in part, in any manner or medium, now known or hereafter developed, for any purpose. The foregoing grant shall include the right to exploit any proprietary rights in such posting or submission, including, but not limited to, rights under copyright, trademark, service mark or patent laws under any relevant jurisdiction.
C. No granting of ownership or other proprietary rights. Nothing in these Terms & Conditions shall constitute a grant to End User any ownership or other proprietary rights of any NRS technology, or any components of either, other than the right and license to use as expressly granted herein. Any proprietary content data (including, but not limited to, data on the NRS website) may be used by End User only as that data is integrated within any NRS website, document, report, other information delivery system. If End User infringes upon any of the rights contemplated in this Section, NRS, in addition to other remedies, may immediately revoke any license granted.
3. Services and Interactive Features. It is a condition of your use of the Site and/or other NRS technologies that you do not:
Use the Site and/or other NRS technology in violation of any local, national or international law, generally accepted practices or guidelines or these Terms & Conditions, including without limitation, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, such as the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law.
- Restrict or inhibit any other user from using and enjoying the services or features of the Site and/or other NRS technology.
- Harm or threaten to harm minors in any way.
- Forge headers or otherwise manipulate identifiers in order to disguise the origin of any content displayed by, or transmitted over, or through the Site and/or other NRS technology.
- Upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation, except in those areas that are designated for such purpose.
- Use the Site and/or other NRS technology to impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
- Interfere with or disrupt any servers or networks used to provide the Site and/or other NRS technology or its features, or disobey any requirements, procedures, policies or regulations of the networks we use to provide the Site and/or other NRS technology.
- Use the Site and/or other NRS technology to instigate or encourage others to commit illegal activities or cause injury or property damage to any person.
- Gain, or attempt to gain, unauthorized access to the Site and/or other NRS technology, or any account, computer system, or network connected to the Site and/or other NRS technology, by means such as hacking, password mining, decompiling or reverse engineering to access source code, or other illicit means.
- Obtain or attempt to obtain any materials or information through any means not intentionally made available through the Site and/or other NRS technology.
- Use the Site and/or other NRS technology to post or transmit any unlawful, threatening, tortuous, abusive, libelous, defamatory, obscene, hateful, racially or ethnically objectionable, vulgar, pornographic, profane or indecent or objectionable information of any kind or in any way, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law.
- Use the Site and/or other NRS technology to post or transmit any information, software or other material that violates or infringes upon the rights of others, including material that is an invasion of privacy or publicity rights or that is protected by copyright, trademark or other proprietary right, or derivative works with respect thereto, without first obtaining permission from the owner or rights holder.
- Use the Site and/or other NRS technology to post or transmit any information, software or other material that contains a virus or other harmful component.
- Provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to Section 219 of the Immigration and Nationality Act.
- “Stalk” or otherwise harass another.
- Disrupt the normal flow of dialogue, cause a screen to “scroll” faster than other users of the Site and/or other NRS technology are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges.
- Use the Site and/or other NRS technology to post, transmit or in any way exploit any information, software or other material for commercial purposes, or that contains advertising.
- Use the Site and/or other NRS technology to advertise or solicit to anyone to buy or sell products or services, or to make donations of any kind, without our express written approval.
- Gather, harvest, or otherwise collect for marketing purposes any email addresses or other personal information that has been posted by other users of the Site and/or other NRS technology.
NRS’ technology may include a variety of services and features, such as bulletin boards, web logs, chat rooms, and email services, which allow feedback to us and real-time interaction between users, and other features, such as personalized home pages and email services, which allow users to communicate with others. Responsibility for what is posted on bulletin boards, web logs, chat rooms, and other public posting areas on the NRS technology, or sent via any email services on the NRS technology, lies with each individual user as described above. You alone are responsible for the material, including without limitation, that you post or send. We do not control the messages, information or files that you or others may provide through the NRS technology.
You understand that we have no obligation to monitor the Site and/or any bulletin boards, chat rooms, web logs, or other areas of the NRS technology through which users can supply information or material. However, we reserve the right at all times to disclose any information we believe necessary to satisfy any law, regulation or governmental request, or to refuse to post or to remove any information or materials, in whole or in part, that in our sole discretion are objectionable or in violation of these Terms & Conditions. We also reserve the right to deny access to the NRS technology or any features of the NRS technology to anyone who violates these Terms & Conditions or who, in our sole judgment, interferes with the ability of others to enjoy the NRS technology or infringes the rights of others.
4. Passwords. To use certain features of the NRS technology, you may need a username and password, which you will receive through the NRS technology registration process. You are responsible for maintaining the confidentiality of the password and account, so please do not give out your password to anyone. You are responsible for all activities (whether by you or by others) that occur under your password or account. You agree to notify us immediately of any unauthorized use of your password or account or any other breach of security, and to ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to protect your password or account information.
5. Indemnification./Limitation of Liability. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WE, OUR PARENT COMPANIES, BOARD MEMBERS, EMPLOYEES, DONORS, VOLUNTEERS, OR AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OR LOSS OF PROFITS, GOODWILL, OR BUSINESS REPUTATION, OR ANY LOSS OF DATA OR OTHER INTANGIBLE LOSSES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SITE AND/OR NRS TECHNOLOGY, INCLUDING ITS MATERIALS, PRODUCTS, OR SERVICES, OR THIRD-PARTY MATERIALS, PRODUCTS, OR SERVICES MADE AVAILABLE THROUGH THE SITE, EVEN IF WE ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. (BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY AND THE LIABILITY OF OUR PARENT COMPANIES OR AFFILIATES IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.) YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT WE ARE NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER. IF YOU ARE DISSATISFIED WITH THE NRS TECHNOLOGY, ANY MATERIALS, PRODUCTS, OR SERVICES, OR WITH ANY OF THESE TERMS & CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS AS SET FORTH HEREIN. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THESE TERMS & CONDITIONS OR OF YOUR USE OF THE NRS TECHNOLOGY MAY BE BROUGHT BY YOU MORE THAN ONE (1) YEAR AFTER THE EVENT WHICH GAVE RISE TO THE CAUSE OF ACTION HAS OCCURRED. NRS aggregate liability to End User on any and all claims or actions whatsoever under or relating to this Agreement, if any, shall be limited to the total fees, if any, paid by any user or NRS under an Agreement for the twelve (12) month period preceding the time of the claim of action. NRS will not be liable to any user for any failures of services (including, but not limited to, the loss of data, business interruption or use of any NRS technology) at any time or for any length of time during the Term or be liable to any user for any indirect, special, incidental or consequential damages in connection with the use or delivery of any NRS technology or any services provided to any user under an Agreement.
6. Indemnification by Users. End User acknowledges that it will control all of the End User’s access to the NRS technology licensed by this Agreement and thus agrees to indemnify, hold harmless and defend NRS from and against any and all third party claims and actions arising out of or in connection with End Users use of any NRS technology (including, but not limited to, claims and actions related to any data, personal information or content used, provided, collected, or distributed by End Users on or through any NRS technology) and for breach of this Agreement or any other misuse of this Site or any NRS technology. You agree to defend, indemnify and hold NRS harmless from any and all claims, damages, costs, and expenses, including attorney’s fees arising from and related to your use of this Site.
7. Disclaimer of Warranty. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT, NRS MAKES NO WARRANTIES REGARDING THE SITE, NRS TECHNOLOGY, ITS SERVICES OR INFORMATION COLLECTED FOR OR PROVIDED TO ANY USER UNDER THESE TERMS & CONDITIONS OR ANY AGREEMENT. NRS DISCLAIMS AND END USER HEREBY WAIVES ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, REGARDING OR RELATING TO ANY NRS TECHNOLOGY OR ANY SERVICES PROVIDED TO ANY USER UNDER THESE TERMS & CONDITIONS OR ANY AGREEMENT, INCLUDING THE WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, SATISFACTORY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE. NRS DOES NOT WARRANT THAT THE SITE, NRS TECHNOLOGY OR ITS PRODUCTS OR SERVICES WILL ACHIEVE ANY SPECIFIC RESULTS, OPERATE WITHOUT INTERRUPTION OR ERROR, OR BE SECURE FROM TAMPERING, THEFT, DESTRUCTION FROM CYBER CRIMINALS, HACKERS OR COMPUTER VIRUSES.
8. Limitations on Linking and Framing. You may establish a hypertext link to the Site so long as the link does not state or imply any sponsorship of your site by us. However, you may not, without our prior written permission, frame or inline link any of the content of the Site, or incorporate into another website or other service any of our material, content or intellectual property.
9. General Provisions. These Terms & Conditions shall inure to the benefit of and be binding upon the parties and their respective successors and permitted assigns. User shall not assign any of its rights or delegate any of its obligations under this Agreement, without the prior written consent of NRS, whose consent shall not be unreasonably withheld; insistence on credit-worthiness and proper legal standing of the assignee shall not be considered unreasonable. All disputes arising under these Terms & Conditions or any Agreement shall be settled by binding arbitration under the Commercial Rules of the American Arbitration Association, in Cook County, Illinois, by a single arbitrator selected in accordance with such rules. In any such arbitration proceeding, each party shall initially bear all of its own costs and share joint costs such as the cost of an arbitrator; upon resolution, the losing party shall pay the other party all costs incurred by the other party for the arbitration, including reasonable attorneys’ fees. These Terms & Conditions and any Agreement shall be governed by and construed and interpreted in accordance with the laws of the State of Illinois and all monetary references shall be to US Dollars. The parties bear the relationship to each other of independent contractors, and nothing in this Agreement shall be deemed to create a partnership, joint venture, or agency relationship between them, nor shall either party have the power or authority by virtue of these Terms & Conditions or any Agreement to bind the other. Neither party will incur any liability to the other party for any loss or damage resulting from the other party’s delay or failure to perform any obligations under these Terms & Conditions or any Agreement, other than a payment obligation, if such delay or failure is caused by events or causes beyond the control and without negligence of the parties, including, but not limited to, acts of God, acts of any government, terrorism, war or other hostility, the elements, earthquakes, fires, explosions, power failures, equipment failures, industrial or labor disputes, riots, strikes, lockouts, and the like. In the event that any provision of these Terms & Conditions shall for any reason be held invalid, illegal or unenforceable in any respect, the remaining provisions shall remain in full force and effect. No waiver of any breach of any provision of these Terms & Conditions shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing. The forbearance of either party in enforcing any provision of these Terms & Conditions or the acceptance of any payment after breach shall not constitute a waiver of the breach or of the right to insist upon compliance with such provision at a later time. These Terms & Conditions contain the entire agreement of the parties with respect to its subject matter, and it supersedes all prior and contemporaneous agreements, representations, warranties, and understandings of the parties regarding the same matter.