Site Usage Agreement

Please read this carefully. The following terms and conditions constitute a binding agreement between you and SIMID. By using the SIMID web site ("Site") and/or downloading any content or activating your account (as defined below), you agree to be bound by and comply with this Site Usage Agreement ("Agreement"). If you do not wish to be bound by this Agreement, do not use this Site. This agreement contains important information regarding your legal rights, remedies and obligations, including various limitations of liability and exclusions, your indemnification obligation and a dispute resolution clause that governs how disputes will be resolved. SIMID reserves the right to change this Agreement from time to time at its sole discretion, and your use of the Site will be subject to the most current version posted on the Site at the time of your use. If you are acting within the scope of your employment as an employee, contractor, or agent of another party, you warrant that such party has full knowledge of your actions and has consented thereto.

Permitted Use of this Site
This Site is owned and operated by SIMID. All contents furnished by SIMID hereunder, including related text, articles, or information (collectively referred to as "Content"), is owned by SIMID or our licensors and is protected by international copyright laws and other intellectual property rights.

For the protection of SIMID and its licensors, content may be visibly, invisibly, or electronically watermarked. Such technology may permit online crawling or tracking of content obtained from SIMID and/or other methods of protecting, monitoring, or tracking the unauthorized use of the content. If you do not consent to SIMID use of these systems, do not use the Site or any Content found therein. You may not remove any copyright or other proprietary notices contained in the Content, caption information, or any other material on this Site. Additionally, unless authorized by SIMID in writing, you may not: Your use of this Site and any Content shall comply with all applicable law. SIMID reserves the right, in its sole discretion, to revoke your authorization to view, download and use the Content and information available on the Site at any time and for any reason, with or without notice to you of such revocation, and you agree to immediately discontinue such use upon notice from SIMID. Unauthorized use of Content constitutes infringement of copyright and other applicable rights and shall entitle SIMID to exercise all rights and remedies under applicable copyright and other laws despite our efforts to provide accurate information, this Site may contain technical or other mistakes, inaccuracies or typographical errors.

Privacy
SIMID Privacy Policy applies to use of this Site, and its terms and conditions are made part of this Agreement by reference. Please consult SIMID Privacy Policy for specific information on SIMID policies for use of your personal information. 

Registering for a SIMID Account
Registration with SIMID grants you certain privileges. In applying for a SIMID account, you agree to furnish true and accurate information. SIMID reserves sole discretion over whether to grant you an account, and you agree to access the authorized sections of the Site and your account only by using the account supplied to you by SIMID. You are responsible for maintaining the confidentiality of your account, if applicable, and you shall not distribute this access information or allow others to use this access information to gain access to this Site. You agree to take reasonable steps to prevent others from obtaining your access information and to notify SIMID of any unauthorized access or need to update or remove access for any of your employees or agents. You shall be liable for payment for all Content downloaded by others using your account, with or without your permission or knowledge prior to the time that you notify SIMID of any unauthorized use. You acknowledge and agree that you are responsible for damages and repercussions resulting from all uses of your account, whether actually or expressly authorized by you. You further acknowledge and agree that you will be responsible for each and every access, use or enjoyment of the Content that occurs in conjunction with the account and password given to you by SIMID, and that SIMID is authorized to accept the account information and password as conclusive evidence that you have accessed and/or utilized the Content. If you suspect you are being impersonated, contact us immediately. SIMID reserves the right to disclose any information, including registration data, in order to comply with any applicable laws and/or government requests for the protection of SIMID and its members. SIMID cannot and will not be liable for any loss or damage arising from your failure to follow these obligations. You agree that you shall not acquire any rights of use, ownership, or bailment as a result of using any SIMID account or Site or related services.

Usage
You may not copy, distribute, publish, display, sublicense, make available, or otherwise use in any way the material outside the scope of this Agreement. To access full text articles, you must register for a SIMID account. SIMID may immediately terminate any licenses granted to you without notice if you fail to comply with any provision of this agreement or with the SIMID Content License Agreement applicable to your use. If a license is terminated, you agree to immediately stop using this Site. 

SIMID Trademarks

You may not use the trademarks or service marks of SIMID without SIMID prior written consent. Other product and company names mentioned on the Site are trademarks of their respective owners. 

Disclaimers and Limitation of Liability
SIMID provides you with the site and content on an "as is" and "as available" basis without any warranties of any kind. You understand and agree that the use of the content is at your sole risk. SIMID makes no representations with respect to any content, including products, services and software and, to the maximum extent allowed by applicable law, disclaims all representations, warranties, guarantees and conditions of any kind, express and implied, regarding the content (including products, services and software), including without limitation, all representations, warranties, guarantees or conditions regarding accuracy, timeliness, completeness, correctness, availability, effectiveness, non-infringement, security, privacy, title, usefulness, suitability, quality, merchantability or fitness for any particular purpose. Further, SIMID makes no representation, warranty or guarantee that the content (including products, services and software) will be satisfactory to your needs, meet your expectations, or be uninterrupted, timely, accurate, secure or free from errors. Except for any liability which cannot by law be excluded or limited, SIMID nor any licensor or licensee shall be liable to you or any other third party claiming through you for indirect, incidental, special, punitive, statutory or consequential damages arising out of, or relating to, this agreement, content or this site, and your rights under any provision of this agreement, including, without limitation, your use or inability to use the content or this site, whether framed as a breach of warranty of merchantability, title, non-infringement, or fitness for a particular purpose, in tort, contract, failure of essential purpose, or otherwise. SIMID, its affiliates, agents, licensors, suppliers, or their respective directors or employees, shall not be liable to you or any third party for damage or loss of any kind arising out of or relating to the use of, or the inability to use, the site or any content (including products, services and software) provided therein, or arising out of or relating to the use of any site linked hereto and/or events beyond the reasonable control of SIMID, including viruses, failed or undelivered messages, the corruption of data, transmission errors, internet service providers, links to and third party sites and third party content, including, but not limited to, any lost profits, lost opportunities, special, incidental, indirect, punitive, exemplary, aggravated, economic or consequential damage, even if SIMID is advised of the possibility of such damage or loss or of a claim by another party. Although SIMID takes precautions to protect personal and confidential information, there is no guarantee, and SIMID makes no representation or warranty, that personal and confidential information transmitted to or from or stored on the site, or transmitted over the internet generally, will be maintained confidential and secure. SIMID assumes no liability or responsibility pertaining to the receipt, storage, transmission or other use of personal or confidential information provided by you to SIMID, unless otherwise provided in a written agreement between you and SIMID. SIMID, its affiliates, agents, licensors, suppliers, and their respective directors and employees cumulative total liability for any damage or loss that you may suffer from any cause whatsoever (including without limitation breach of contract, tort, negligence, gross negligence, or otherwise) shall be limited to the amount, if any, paid by you to SIMID immediately preceding the time that the damages or loss first occurred. You acknowledge that simid pricing reflects this allocation of risk and the limitation of liability specified in this agreement. 

Third Party Links

As a convenience, our Site may link to other sites that may be of interest to you but are not under SIMID control. These links do not imply endorsement by SIMID and we are not responsible for the availability of or the content contained in any linked site.

Notification of Copyright Infringement
SIMID may terminate the accounts of users who infringe the intellectual property rights of others. 

Choice of Law / Jurisdiction / Attorneys' Fees Any dispute regarding this Agreement shall be governed by the laws of Switzerland. The parties agree to accept the exclusive jurisdiction of the state and federal courts located in Lugano, Switzerland, regardless of conflicts of laws. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly disclaimed. The parties hereto confirm that it is their wish that this Agreement, as well as any other documents relating hereto, including notices, has been and shall be written in the English language In any dispute between SIMID and you, SIMID shall be entitled to recover its reasonable attorneys' fees, legal expert fees, and other legal expenses from you.

Miscellaneous
You acknowledge that you have read this Agreement and understand it, and agree to be bound by all its terms and conditions. This Agreement (along with SIMID Privacy Policy) constitutes the entire agreement between the parties with respect to the subject matter hereof and merges all prior and contemporaneous communications. No action of SIMID, other than the express or written waiver or amendment, may be construed as a waiver or amendment of this Agreement. This Agreement shall not be modified except by a written agreement signed by duly authorized representatives of SIMID, provided that no purchase order or similar document issued by you shall modify this Agreement, even if signed by SIMID. If any provision of this Agreement is found invalid or unenforceable, the remainder of this Agreement shall remain valid and enforceable according to its terms. The parties intend that the provisions of this Agreement be enforced to the fullest extent permitted by applicable law. Accordingly, the parties agree that if any provisions are deemed not enforceable, they shall be deemed modified to the extent necessary to make them enforceable and in such manner as comes closest to the intentions of the parties to this Agreement as is possible. This Agreement will inure to the benefit of and be binding upon the parties, their successors and assigns, except that you may not assign or transfer this Agreement without SIMID prior written consent.

User Acknowledgements
You acknowledge and agree that inherent in the procurement, compiling, collecting, interpreting, reporting, communicating, delivering and inputting digitally of the Content, there will be a degree of error which cannot be avoided even with standards of quality control which exceed industry standards. You further acknowledge that Third Party Content and User Content are provided by third parties and that SIMID cannot control such Content.
The following constitute violations of this Agreement and may result in immediate termination or suspension of your account:

· any use of the Site or any Content for illegal purposes, or in support of illegal activities. SIMID reserves the right to cooperate with legal authorities and/or injured third parties in the investigation of any suspected crime or civil wrongdoing
· transmitting any material (by e-mail, uploading, posting or otherwise) that threatens or encourages bodily harm or destruction of property, or that harasses another
· making commercial use of any SIMID content, including offering to sell or selling goods or services, adding, removing or modifying identifying network header information in an effort to deceive or mislead, or attempting to impersonate any person by using forged headers or other identifying information
· transmitting any unsolicited commercial or unsolicited bulk e-mail, or malicious intent to impede another person's use of electronic mail services or news, or forging any message header, in part or whole, of any electronic transmission, originating or passing through the SIMID service
· accessing, or to attempt to access, the accounts of others, or to penetrate, or attempt to penetrate, security measures of SIMID or another entity's computer software or hardware, electronic communications system, or telecommunications system, whether or not the intrusion results in the corruption or loss of data
· transmitting any material (by e-mail, uploading, posting or otherwise) that infringes any copyright, trademark, patent or other proprietary rights of any third party, including, but not limited to, the unauthorized copying of copyrighted material, the digitization and distribution of photographs from magazines, books, or other copyrighted sources, and the unauthorized transmittal of copyrighted software
· reselling or giving away free access to SIMID services or resources.

Restricted Access

You agree that you will not attempt to enter restricted areas of SIMID computer system or perform functions that you are not authorized to perform pursuant to this Agreement. SIMID may, without notice, temporarily or permanently suspend your access to the Site and the Content by deactivating your account or password if SIMID reasonably suspects that you are using the account or password to obtain unauthorized access to SIMID other systems or information, or are using the account or password in any other inappropriate manner. These suspensions will be for a period of time necessary to permit the thorough investigation of such suspended activity. SIMID may terminate this Agreement immediately without notice if it is determined that you have undertaken such unauthorized activity or if such unusual activity cannot be reasonably explained.

Termination of this Agreement

This Agreement is effective until terminated by SIMID, in its sole and absolute discretion. SIMID may terminate this Agreement with or without notice to you and will do so if you use or attempt to use the Site or the Content therein in any manner contrary to the terms of this Agreement. Any such termination by SIMID shall be in addition to and without prejudice to such rights and remedies as may be available to SIMID, including the suspension or termination of your account or password and injunctive relief enjoining such acts or attempts, it being acknowledged by you that other legal remedies are inadequate. The, Disclaimer of Warranties, Limitation of Liability, Indemnification, Termination and Choice of Law provisions of this Agreement shall survive the termination or expiry of this Agreement.

International Users

The Site is controlled, operated, and administered by SIMID from its offices in Switzerland. The Site can be accessed from countries around the world and may contain references to Content, including products and services, that are not available in your country. These references do not imply that SIMID intends to market, promote, or distribute such Content, including products and services, in your country. If you access the Site from a location outside Switzerland, you are responsible for compliance with all local laws.

 
     
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