Terms and Conditions of Use

PLEASE READ THESE TERMS AND CONDITIONS OF USE ("TERMS AND CONDITIONS OF USE") OF XTHINK INCORPORATED ("xThink") WEB SITE (THE "SITE") CAREFULLY. BY ACCESSING OR USING THIS SITE YOU EXPRESSLY AGREE TO ACCEPT THE FOLLOWING TERMS AND CONDITIONS OF USE. YOU SHOULD REVISIT THIS PAGE FROM TIME TO TIME AS YOUR USE OF THE SITE IS SUBJECT TO THE MOST CURRENT VERSION OF THE TERMS AND CONDITIONS OF USE POSTED ON THE SITE AT THE TIME OF SUCH USE. IF YOU DO NOT AGREE, YOU MAY NOT ACCESS OR USE THE SITE.

Your Right to Use This Site Provided that you comply with the Terms and Conditions of Use, you have the right to use this Site to (a) view various materials, including information, documents, and other content on the Site (collectively, the "Materials"), (b) access services that xThink may provide from time to time, such as discussion forums, educational tools and an online store (collectively, the "Services"), and (c) obtain products, such as software, educational books and videos, and promotional accessories that may be offered from time to time (collectively, the "Product(s)"). xThink reserves the right to restrict, suspend or terminate your access to all or part of the Site at any time.

Ownership of Material on the Site The Materials on the Site are owned by xThink and its licensors and suppliers. They are copyrighted and protected by United States, Canadian and international intellectual property laws, treaties and conventions. You may not copy, adapt, reverse engineer, modify, display, perform, transmit, frame, distribute, resell, commercially exploit or otherwise use the Materials in any manner whatsoever, except as expressly permitted herein, without the prior written permission of the relevant rights holder(s).

You may not create a hyperlink directly to a page on the Site, other than the default, index or home page found at http://www.xthink.com, without the prior written permission of xThink.

The trademarks and/or service marks of xThink and others used on the Site are the property of xThink or their respective owners. You may not use any trademark displayed on the Site without the written permission of xThink or the respective owner. Your use of the Site is conditional upon your abiding by all notices of copyright, trademark and other proprietary rights appearing in the Materials. You are forbidden from removing or altering any such notices in full or in part from Materials that you print or download.

Software Products In the event that you download software products ("Software") from the Site, whether purchased or free-of-charge, xThink grants you a personal, non-transferable and non- assignable license pursuant to the terms of the accompanying Software License Agreement. Title to the Software is not being transferred to you and you may not copy, modify, sell, distribute, decompile, disassemble or reverse-engineer the Software. The shipment and downloading of Software are subject to the Export Restrictions described herein.

Communications/Submissions From/By You to the Site All communications to the site and any information, files, comments or submissions of any kind that you provide to xThink through the Site or post to the Site for viewing, access or download by others ("Submissions") will be considered non- proprietary and non-confidential. Subject only to the Privacy Policy, xThink shall have no obligations of any kind to you respecting your Submissions and will be free to use them on an unrestricted basis for any purpose(s). You are prohibited from sending xThink or any other user of the Site any unlawful, threatening, libelous, defamatory, obscene, pornographic, or any other Submissions that would violate any law or the rights of others under applicable law. You are solely responsible for the legality of your own Submissions and, by submitting or posting such Submissions, expressly warrant that you have all necessary intellectual property rights necessary to do so. xThink shall have the right, but not the obligation, to review your Submissions to ensure that they comply with the Terms and Conditions of Use and any applicable laws or regulations. xThink reserves the any court order directing it to disclose the identity of anyone sending or posting Submissions of any kind to the Site.

Third Parties From time to time this Site may contain references and links to content, products, services or other offerings of third parties ("Third Parties"). Such references and links do not constitute or imply an endorsement or recommendation by xThink of any such Third Party and in no way should be interpreted as an acceptance of responsibility or liability for Third Parties. You expressly acknowledge and agree that xThink shall have no liability of any kind for any content, products, services or other offerings made available by Third Parties.

Export Restrictions xThink is prohibited by applicable export control laws from shipping or allowing the download of certain Products to certain jurisdictions and/or residents of such jurisdictions. You may be required to select your country of residence from a list before accessing or obtaining Products subject to export restrictions. If your country of residence is not listed, you may not access or obtain the requested Product. Notwithstanding the foregoing, You may not access or obtain any Product if you are subject to any regulatory order or other applicable export restriction or embargo. Even if your country is listed, it remains your responsibility to determine the legality in your jurisdiction of downloading, purchasing or using Products offered on the Site. In these Terms and Conditions of Use, Products include any Materials subject to the Export Restrictions described herein.

Disclaimer and Liability EXCEPT AS OTHERWISE NOTED HEREIN OR IN AN ACCOMPANYING SOFTWARE LICENSE AGREEMENT, THE MATERIALS, SERVICES AND PRODUCT PROVIDED ON THIS SITE ARE PROVIDED "AS IS" BY xThink, WITHOUT ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND, INCLUDING WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY. Applicable laws may not allow the exclusion of implied warranties, so the above exclusion may not apply to you. To the extent permissible, any implied warranties or representations are limited to the fullest extent permitted by law. You agree that xThink shall have no responsibility for viruses that may damage your computer system or data resulting from your access to or use of the Site. Although reasonable efforts are used to ensure that the Site will be current and will contain no errors or inaccuracies, xThink does not warrant or represent the accuracy and completeness of the Materials on the Site. xThink may make changes to the Materials on the Site at any time without notice and without liability. The Materials on the Site may be out of date, and xThink makes no commitment to update the Materials. YOU HEREBY EXPRESSLY IRREVOCABLY RELEASE, DISCHARGE, ACQUIT AND FORGIVE xThink, ITS PARENT COMPANIES, AFFILIATES, SUPPLIERS, LICENSORS, SPONSORS, CREDIT CARD PROCESSING OR AUTHORIZATION COMPANIES, AGENTS, REPRESENTATIVES, EMPLOYEES, DIRECTORS AND OFFICERS (COLLECTIVELY THE "xThink GROUP") FROM ANY AND ALL CLAIMS, ACTIONS, SUITS, DEMANDS, LIABILITIES, JUDGMENTS AND PROCEEDINGS BOTH AT LAW AND IN EQUITY ARISING FROM OR RELATED TO YOUR USE, INABILITY TO USE, OR THE RESULTS OF USE OF THIS SITE (OR ANY INFORMATION PROVIDED HEREUPON), THE MATERIALS, THE SERVICES, THE PRODUCTS OR ANY THIRD PARTY SITES, OR THE MATERIALS, SERVICES, INFORMATION, OR PRODUCTS CONTAINED OR PROVIDED THROUGH ANY OR ALL SUCH THIRD PARTY SITES, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT FORESEEABLE. You agree to defend, indemnify and hold harmless the xThink Group and each of them from all liabilities, claims, costs and expenses, including legal fees, that arise out of or in connection with Your use of the Site, your viewing or downloading of Materials from the Site, your use of Services or acquisition of Products on the Site, or your Communications to the Site.

Additional Terms and Conditions for xThink' Online Store The following terms and conditions apply to purchasers of Products offered for sale and/or download from xThink’s online store. These terms and conditions are in addition to, and are not intended to substitute for or in any way limit, the other Terms and Conditions of Use listed herein.

LICENSING AND PAYMENT TERMS. All sales are final and non-cancelable. Orders are not binding upon xThink until xThink in its sole discretion accepts the order. When you select Products for purchase and choose "SUBMIT" on the order page, the total of the Product price, taxes and any applicable shipping, handling, and insurance costs (if any) will be charged to the credit card number you provide. You acknowledge that xThink may use third party credit card processing or authorization services during the course of verifying your credit information and/or completing your purchase. You confirm that you are authorized to use such credit card number to make this purchase and permit xThink to take steps to verify such authorized use. You are responsible for all charges incurred in your use of the Site, whether or not authorized by you. You should inform yourself of the extent of your liability for unauthorized charges under any credit card agreement(s) that may apply to you. You may not assign an order for a Product without the prior written permission of xThink. Sales transactions are void wherever such transactions are prohibited. In addition to the Applicable Laws provisions herein, the parties expressly exclude the application of the United Nations Convention on Contracts for the International Sale of Goods. Products may not be exactly as shown or described. xThink does not guarantee that all Products advertised in the online store will be available at all times. xThink reserves the right to limit quantities.

CONSUMER INFORMATION. Individuals or organizations that wish to order a Product for purchase from xThink’ online store must complete the form provided, and supply current, complete, and truthful information as prompted. This information is collected for the purpose of fulfilling Your order. You agree to notify xThink promptly of any changes in this information until such time as the order has been fulfilled. Products may be purchased for lawful purposes and by end-users only.

PRICING. Product prices listed on the Site are provided for informational purposes only, and do not constitute an offer to sell Products. Unless otherwise stated, prices are in U.S. dollars and do not include applicable taxes or shipping, handling, or insurance costs. You accept sole responsibility for the importation of any Products, including required licenses and permits and all associated costs, from the United States into other jurisdictions.

LIABILITY. EXCEPT AS EXPRESSLY PROVIDED IN ANY SOFTWARE LICENCE AGREEMENT RELATING TO OR SHIPPED WITH THE LICENSED SOFTWARE AND TO THE FULL EXTENT PERMITTED BY LAW, XTHINK EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AND CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING, OR USAGE FOR TRADE. ANY APPLICABLE STATUTORY CONSUMER RIGHTS ARE NOT AFFECTED BY THIS CLAUSE. WITHOUT LIMITING THE APPLICABILITY OR GENERALITY OF THE "DISCLAIMER AND LIABILITY" PROVISIONS ABOVE, TO THE FULL EXTENT PERMITTED BY LAW, THE XTHINK GROUP SHALL HAVE NO LIABILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR DAMAGES OF ANY KIND ARISING OUT OF THE DELIVERY, DELAY IN DELIVERY, OR USE OF PRODUCTS ACQUIRED OR LICENSED FROM XTHNK. XTHINK SHALL NOT BE LIABLE FOR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS BY YOU OR ANY OTHER PERSON OR ENTITY. THE LIMITATIONS IN THIS SECTION WILL APPLY, WHERE PERMITTED, NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY WARRANTY REMEDY.

Additional Terms and Conditions for Instructional Materials
The following terms and conditions apply to any and all third-party image files, lessons, and/or project files used for learning xThink software (collectively, the "Instructional Materials") that may be made available from time to time on the Site. These terms and conditions are in addition to, and are not intended to substitute for or in any way limit, the other Terms and Conditions of Use listed herein. LIMITED USE. The Instructional Materials may be used internally in your work but cannot be redistributed or transferred in any way as clip art without the express prior written permission of xThink. NO SUPPORT. xThink provides no support whatsoever for the use of Instructional Materials. ACCURACY. Each of the Instructional Materials is subject to these Terms and Conditions. xThink has made "Undocumented and Unsupported" files. xThink assumes no liability for the accuracy or completeness of any file. xThink may, but is not required to, modify the Instructional Materials in response to reports of bugs or errors.
COMPATIBILITY. Not all features described are available in all xThink software. xThink does not guarantee that future versions of any Instructional Materials will contain the same selection of Materials, nor that the current Instructional Materials will be compatible or be made compatible with future versions of software.

COPYRIGHT (c) 2003. xThink Corporation. All Rights Reserved.
 
 
 
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