Terms of Service
Last updated: March 17, 2022
By clicking “I Agree” and accessing or using the Website, you agree to be bound by the terms and conditions of this Agreement. If you do not wish to be bound by this Agreement, you are not authorized to access or use the Website and/or any of its components.
These Terms are a binding legal document between you and Symbia Logistics, together with any of its affiliates or subsidiaries. Do not access or use the Website if you do not agree to these Terms. Symbia Logistics may revise and update these Terms from time to time without prior notice to you and will post the updated Terms to the Website. ANY CHANGES TO THESE TERMS WILL APPLY IMMEDIATELY UPON POSTING. Your continued use of the Website after updated Terms are posted to the Website constitutes your acceptance to be bound by any changes. You and Symbia Logistics are referred to herein individually as a “Party” and jointly as the “Parties.”
1. RIGHT TO ACCESS THE WEBSITE
Symbia Logistics grants you a limited, revocable, non-transferable, and non-exclusive license to access and use the Website for your personal use only. Symbia Logistics may terminate, in its sole discretion, your right to use the Website if you use the Website in excess of this limited right. Symbia Logistics does not guarantee the accuracy of the Website. Symbia Logistics retains the right to revoke this right or disable or deny access to the Website to any user for any reason.
2. PROPRIETARY RIGHTS
- 2.1 Ownership. As between you and Symbia Logistics, Symbia Logistics retains all ownership rights, control, or licenses to any content, applications, information, or materials Symbia Logistics posts on the Website (“Symbia Logistics Content”) and any and all patent rights, copyrights, trade secrets, trade names, Website marks, trademarks, moral rights, know-how and any other similar rights or intangible assets recognized under any laws or international conventions, and in any country or jurisdiction in the world, as intellectual creations to which rights of ownership accrue, and all registrations, applications, disclosures, renewals, extensions, continuations or reissues of the foregoing now or hereafter in force (“Intellectual Property Rights”) pertaining to Symbia Logistics or the Website in whole or in part. Nothing in these Terms is meant to give you any Intellectual Property Rights in or to Symbia Logistics Content or the Website.
- 2.2 Suggestions. Symbia Logistics shall have a royalty-free, worldwide, perpetual license to use or incorporate into the Website any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or your affiliates relating to the Website in any manner.
- 2.3 Trademarks. “Symbia Logistics,” the Symbia Logistics logo, and any and all Symbia Logistics software and product names are trademarks or Website marks of Symbia Logistics or its affiliates (collectively, the “Marks”). No right or license to use the Marks is granted under these Terms, except that you shall have the limited right to use the Marks solely as they appear on the Website. You shall not use the Marks in advertising or promotional material nor shall you disclose Symbia Logistics as a Website provider to any third party, except for such disclosures required by federal, state or local government regulations, or as otherwise may be approved in advance and in writing by Symbia Logistics. You shall not remove, alter or obscure any Marks or proprietary notices contained on the Website or other materials provided by Symbia Logistics.
3. YOUR CONTENT
You are solely responsible and liable for the content you upload to the Website, and therefore, you agree to indemnify, defend, release, and hold Symbia Logistics harmless from any claims made in connection with your content. You agree that your content may be viewed by other users, and that notwithstanding these Terms, other users may share your content with third parties. Do not upload any confidential information related to you or a third party. You represent and warrant to Symbia Logistics that your content, including all information submitted by you in connection with your use of the Website, is accurate and truthful, and that you will update the information as necessary. Symbia Logistics has the right to edit, remove, or delete your content at any time, in Symbia Logistics’ sole discretion, for the following reasons: (i) you commit an immoral or unethical act; (ii) to enforce these Terms; (iii) to comply with applicable law; or (iv) your content infringes or misappropriates with any intellectual property rights of a third party.
4. PROHIBITED USE
When using the Website, you shall not: (i) resell, disclose, disseminate, reproduce, or publish any portion of the Website in any manner; (ii) modify, translate, alter, disassemble, decompile, manipulate or reverse engineer any portion of the Website; (iii) violate applicable law; (iv) post pictures of children under the age of thirteen; (v) misrepresent your identity or age; (vi) harass, defame, threaten, or discriminate another user; or (vii) upload any malware, viruses, or other malicious code.
To maintain the security and privacy of the Website, Symbia Logistics may, in its sole discretion, suspend or terminate, in whole or in part, your access to the Website if you violate these Terms. Symbia Logistics will not be liable to you or any other individual for the suspension or termination of your access to the Website.
6. DISCLAIMER OF WARRANTIES
TO THE MAXIMUM EXTENT ALLOWED BY LAW, SYMBIA LOGISTICS MAKES NO PROMISES ABOUT THE WEBSITE. THE WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE (EVEN IF THAT PURPOSE IS KNOWN TO SYMBIA LOGISTICS), MERCHANTABILITY, NON-INFRINGEMENT, OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. SYMBIA LOGISTICS EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS OR DAMAGE CAUSED BY ERRORS OR OMISSIONS IN, OR THE UNAVAILABILITY OF, THE WEBSITE, WHETHER SUCH ERRORS OR OMISSIONS OR UNAVAILABILITY RESULT FROM NEGLIGENCE, ACCIDENT, OR OTHER CAUSE. SYMBIA LOGISTICS MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE LEGALITY OR PROPRIETY OF THE USE OF THE WEBSITE FOR ANY SPECIFIC PURPOSES. SYMBIA LOGISTICS DOES NOT WARRANT THAT THE WEBSITE SHALL MEET YOUR EXPECTATIONS OR REQUIREMENTS. WHILE THE MANUFACTURERS OR LICENSORS OF PRODUCTS MAY PROVIDE CERTAIN WARRANTIES AND OTHER TERMS AND CONDITIONS WITH RESPECT TO THE PRODUCTS, SYMBIA LOGISTICS MAKES NO REPRESENTATIONS OR WARRANTIES CONCERNING PRODUCTS MANUFACTURED BY THIRD PARTIES.
7. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, SYMBIA LOGISTICS AND ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, ASSIGNEES, AND SUCCESSORS-IN-INTEREST (A) ARE NOT LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF SYMBIA LOGISTICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER ARISING (INCLUDING NEGLIGENCE), AND (B) WILL IN NO EVENT BE LIABLE TO YOU FOR ANY CLAIMS ARISING FROM OR RELATING TO YOUR USE OF THE WEBSITE IN ANY AMOUNT. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE WEBSITE WILL BE TO STOP USING THE WEBSITE.
You shall indemnify, defend, and hold Symbia Logistics, and its affiliates, harmless from and against all claims, losses, liabilities, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising from a claim, suit or proceeding brought against Symbia Logistics by a third party arising out of or related to your, your affiliates, or your users’ (i) use or misuse of the Website; (ii) provision of or Symbia Logistics’ use of any data; (iii) breach of these Terms; (iv) violation of any law or the rights of any third party; and (v) negligence or willful misconduct.
9. THIRD PARTY WEBSITES
The Website may contain advertisements, promotions, or recipes that are offered by third parties, as well as links to third party websites or resources. Symbia Logistics is not responsible for the availability, or lack thereof, of such external websites or resources. If you choose to interact with the third parties made available through the Website, those parties’ terms will govern their relationship with you. Symbia Logistics is not liable for such third parties’ terms or conduct. Symbia Logistics advises you to take caution when using a recipe offered by a third party or when going to any third-party links or websites and encourage you to read those parties’ terms.
- 10.1 Notices
All notices required under these Terms shall be sent through the Website.
- 10.2 Assignment
Customer shall not assign or transfer these Terms or any rights or obligations under these Terms without Symbia Logistics’ prior written consent. A change in control constitutes an assignment under these Terms.
- 10.3 Severability
If any provision, or part thereof, of these Terms become or are declared invalid, illegal or unenforceable in any respect under any law, such provision, or part thereof, shall be null and void, and deemed deleted from these Terms. The validity, legality and enforceability of the remaining provisions of these Terms shall not in any way be affected or impaired.
- 10.4 No Waiver
Any waiver is only valid to the extent expressly set forth in writing.
- 10.5 Governing Law
These Terms are governed by and construed in accordance with the laws of the State of Colorado, without giving effect to its principles of conflicts of law. Any litigation arising out of these Terms shall be brought by either Party in a court of competent jurisdiction located in Denver County, Colorado, and each Party hereby waives any defenses it may have before such courts based on a lack of personal jurisdiction or inconvenient forum. Each Party hereby expressly and irrevocably waives the right to a jury trial. The prevailing party shall be awarded its reasonable attorneys’ fees and costs in any proceeding arising out of or related to these Terms.
- 10.6 No Third-Party Beneficiaries
Symbia Logistics and Customer agree that these Terms, including all terms incorporated by reference, are for the benefit of the entities executing such document(s) and are not intended to confer any rights or benefits on any third party, including any employee or client of either entity executing such document(s), and that there are no third-party beneficiaries as to these Terms or any part or specific provision of these Terms.
- 10.7 Survival
The following Sections shall survive the expiration or termination of these Terms: §2 Proprietary Rights; §5 Termination; §6 Disclaimer of Warranties; §7 Limitation of Liability; §8 Indemnity; and §10 Miscellaneous, and any other Sections which, by their very nature, are intended to survive the expiration or termination of these Terms.