As a user of the Sats Names, the Sats Names System (”SNS”), standard, open source code, related intellectual property, or API, (the “Materials”) you are subject to the following terms (the “Terms”) that are made available by the copyright holder and its contributors (“Copyright Holder”, “our” or “we”). By continuing to use the Materials, you acknowledge that you have read and understood the Terms, including those additional terms and conditions and policies referenced herein and/or available by hyperlink, and agree to be bound by them.
You acknowledge and agree that the Materials and all of its contents, features, and functionality, including, but not limited to, the "look and feel" of the Materials, data files, graphics, text, photographs, drawings, logos, images, sounds, music, video or audio files, are protected by copyright and are the sole property of the Copyright Holder, protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
You agree not to take any action(s) inconsistent with such ownership interests. We reserve all rights in connection with the Materials, including, without limitation, the exclusive right to create derivative works. You acknowledge that you shall not create any derivative works from the Materials without the express written permission of the Copyright Holder. These provisions shall be considered legally binding and enforceable to the maximum extent permitted by law.
**Disclaimers; Limitations of Liability**
YOU EXPRESSLY AGREE THAT ACCESS TO AND USE OF THE MATERIALS IS AT YOUR SOLE RISK AND IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, NEITHER COPYRIGHT HOLDER NOR ITS AFFILIATES OR SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, ATTORNEYS, THIRD-PARTY PROVIDERS, DISTRIBUTORS, LICENSEES, LICENSORS, SUCCESSORS OR ASSIGNS, DO NOT WARRANT THAT THE MATERIALS WILL BE UNINTERRUPTED, SECURE, BUG-FREE OR ERROR-FREE. ALSO, NONE OF THE COPYRIGHT HOLDER PARTIES WARRANT THAT THE MATERIALS IS MERCHANTABLE OR FIT FOR ANY PARTICULAR PURPOSE. THE ENTIRE QUALITY AND PERFORMANCE RISK OF THE MATERIALS IS WITH YOU. IN THE EVENT THAT THE MATERIALS PROVES DEFECTIVE, YOU ASSUME THE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.
TO THE FULLEST EXTENT PERMITTED BY LAW, ANY AND ALL DAMAGES, LOSSES, AND/OR INJURY CAUSED BY OR RELATED TO THE USE OF, OR INABILITY TO USE, THE MATERIALS UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT, AND/OR TORT (INCLUDING NEGLIGENCE), ARE SUBJECT TO THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN. THE COPYRIGHT HOLDER PARTIES SHALL NOT BE LIABLE FOR ANY LOSS, INCLUDING BUT NOT LIMITED TO LOST PROFITS, REVENUES, OR FINANCIAL LOSSES OR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE AND/OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE MATERIALS, OR FOR ANY DAMAGES RELATED TO THE LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF THE COPYRIGHT HOLDER PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU FURTHER ACKNOWLEDGE THAT THE COPYRIGHT HOLDER PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE COPYRIGHT HOLDER PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE MATERIALS, AND THAT THE RISK OF THE USE OF THE MATERIALS AND OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
IN THE EVENT THAT A COURT AND/OR ARBITRATOR(S) OF COMPETENT JURISDICTION HOLDS THAT ANY OF THE COPYRIGHT HOLDER PARTIES IS LIABLE TO YOU (FOR EXAMPLE AND WITHOUT LIMITATION, BECAUSE ANY RELEASE OR WAIVER HEREUNDER IS FOUND TO BE VOID OR OTHERWISE UNENFORCEABLE, OR BECAUSE ANY CLAIMS ARE FOUND TO BE OUTSIDE THE SCOPE OF ANY SUCH RELEASE OR WAIVER), UNDER NO CIRCUMSTANCES WILL ANY OF THE COPYRIGHT HOLDER PARTIES BE LIABLE TO YOU IN THE AGGREGATE FOR MORE THAN ONE HUNDRED DOLLARS ($100), WHETHER SUCH LIABILITY IS BASED ON BREACH OF WARRANTY, BREACH OF CONTRACT, OR TORT (INCLUDING NEGLIGENCE) OR OTHERWISE. THE PROVISIONS IN THIS SECTION (DISCLAIMERS; LIMITATIONS OF LIABILITY) WILL SURVIVE ANY TERMINATION OF YOUR USE OF OR ACCESS TO THE MATERIALS.
You agree to indemnify, defend and hold the Copyright Holder Parties harmless from and against any and all losses, claims, damages, judgments, demands, actions, proceedings, investigations (whether formal or informal), or expenses (including reasonable attorneys’ fees), or threats thereof, due to, arising out of or relating to (a) your violation of (i) any law or (ii) the rights of a third-party, or (b) your use of the Materials.
If such a claim, suit, or action arises, we will make an attempt to provide you with notice at the contact information we have for your account/on file. However, failure to deliver such notice will not eliminate or reduce your indemnification obligations hereunder. The Copyright Holder Parties reserve the right, at their own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with the Copyright Holder Parties in asserting any available defenses. You acknowledge and agree that the provisions in this Section (Indemnification) shall survive any termination of your use of or access to the Materials.
We reserve the right to update, change, modify or replace any part of these Terms at our discretion by posting updates and changes. It is your responsibility to regularly check for changes to these Terms. Your continued use of or access to the Materials following the posting of any changes to these Terms constitutes acceptance of those changes. These Terms constitute the entire agreement and understanding between you and us relating to the Materials. These Terms and all disputes arising out of or relating to the Terms shall be governed by, construed and enforced in accordance with the laws of the State of Delaware in the United States, without regard to its conflict of laws principles. These disputes will be resolved exclusively in the federal and state courts in the State of Delaware, and you and we consent to personal jurisdiction in those courts.