Terms of Use

Terms of Use

Last Revised: 12/20/2019

Your use of the websites on which these terms reside (including, without limitation, mobile websites) (collectively, the “site”), and the content and services at this site are subject to these terms and conditions of use (the “Terms”). By accessing this site and any pages thereof, you are agreeing to be bound by the terms below. If you do not agree to these Terms, please exit the site. Please also consult our Privacy Policy for a description of our privacy practices and policies. The terms "we"; "us"; "our", and "VUSA" refer to Valent U.S.A. LLC and any of its affiliated companies. "You" refers to any person accessing and/or using the Site.

Binding Arbitration

These terms include an Arbitration Provision requiring binding arbitration of disputes and a waiver of certain rights to jury trials and/or class actions.

Updates

We may update these Terms from time to time. Your continued use of the Site after the posting of any amended Terms shall constitute your agreement to be bound by any such changes.

Ownership of the Site; Site Materials

All pages within this site and any material made available for download are the property of VUSA. This site is protected by United States and international copyright and trademark laws. The contents of the Site, including without limitation all data, files, documents, text, photographs, images, audio, and video, any materials accessed through or made available for us or download through this site ("Content") may not be copied, distributed, modified, reproduced, published, or used, in whole or in part, except for purposes authorized by these Terms or otherwise approved in writing by VUSA.

The Site includes certain trademarks, trade names, service marks and logotypes owned by VUSA and its affiliated companies, as well as its licensors, suppliers and other information providers. By using this Site you agree not to copy, use or otherwise infringe upon these trademarks or service marks. You further agree that you will not alter or remove any trademark, copyright, or other notice from any copies of the Site.

Your Use of the Site; Site Materials

The Site is intended for personal use only. While you may interact with or download a single copy of any portion of the Site for your personal, noncommercial information, entertainment or use, you may not reproduce, sell, publish, distribute, modify, display, repost or otherwise use any portion of the Site, including any Content, in any other way or for any other purpose without the written consent of VUSA.

In addition, VUSA hereby grants you permission to use the Site, provided that:

  • You will not use any electronic communication feature of the Site for any purpose that is unlawful, tortious, abusive, intrusive on another’s privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening or hateful;
  • You will not upload, post, reproduce, or distribute any information, software, or other material protected by copyright or any other intellectual property right (as well as rights of publicity and privacy) without first obtaining the permission of the owner of such rights;
  • You may not use any scraper, crawler, spider, robot or other automated means of any kind to access or copy data on the Site,
  • You will not upload, post, email, or otherwise transmit any material that contains viruses or any other computer code, files, or programs which might interrupt, limit, or interfere with the functionality of any computer software or hardware or telecommunications equipment; and
  • You will otherwise comply with these Terms.

User Generated Content; Postings to the Site

All information submitted to VUSA via this Site shall be deemed non-confidential and will remain the property of VUSA. Please note that VUSA does not want to receive confidential or proprietary information through our Site and that any information or material sent to VUSA will be considered and treated as NOT confidential. By sending us any information or material, you grant VUSA an unrestricted, world-wide, royalty-free, perpetual, irrevocable license to use, copy, modify, display, distribute, and transmit those materials and information in any medium, software or technology of any kind now existing or developed in the future. You also agree that VUSA is free to use any ideas, concepts, know-how or techniques that you send us for any purpose. We will not, however, release your name or otherwise publicize the fact the you submitted materials or other information to us unless: (a) we obtain your permission to use you name; or (b) we first notify you that the materials or other information you submit to a particular part of this Site will be published or otherwise used with your name on it; or (c) we are required to do so by law. VUSA shall not be subject to any obligations of confidentiality regarding submitted information except as specifically agreed to in writing by VUSA or as required by law.

Links to Other Sites

This Site may contain links to web sites controlled or offered by third parties (non-affiliates of VUSA). VUSA hereby disclaims liability for any information, materials, products or services posted or offered at any of the third-party sites linked to this Site. By creating a link to a third party web site, VUSA does not endorse or recommend any products or services offered or information contained at that web site, nor is VUSA liable for any failure of products or services offered or advertised at those sites. Such third party may have a privacy policy that differs from that of VUSA and the third party web site may provide less security than the VUSA Site.

If you operate a web site and wish to link to valent.com, you must link to the Site’s home page unless permission otherwise has been granted in writing by VUSA, which reserves the right to reject or terminate any links to the Site.

No Warranty

THE INFORMATION AND MATERIALS CONTAINED IN THIS SITE, INCLUDING TEXT, GRAPHICS, LINKS OR OTHER ITEMS ARE PROVIDED “AS IS”, “AS AVAILABLE.” VUSA DOES NOT WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF THIS INFORMATION AND MATERIALS AND EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN THIS INFORMATION AND MATERIALS. NO WARRANTY OF ANY KIND, IMPLIED, EXPRESSED OR STATUTORY INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND FREEDOM FROM COMPUTER VIRUS, IS GIVEN IN CONJUNCTION WITH THE INFORMATION AND MATERIALS.

YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE, SITE-RELATED SERVICES, AND LINKED WEBSITES. WE DO NOT WARRANT THAT FILES AVAILABLE FOR DOWNLOAD WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER DESTRUCTIVE PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY.

WARRANTIES RELATING TO PRODUCTS OR SERVICES OFFERED, SOLD AND DISTRIBUTED BY US ARE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED WITH OR IN CONNECTION WITH THE APPLICABLE PRODUCTS OR SERVICES.

General Disclaimer and Limitation of Liability

YOU MAY USE THIS SITE ONLY AT YOUR OWN RISK. IN NO EVENT WILL VUSA BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES ARISING IN CONNECTION WITH THIS SITE OR ANY LINKED SITE OR USE THEREOF OR INABILITY TO USE BY ANY PARTY, OR IN CONNECTION WITH ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS OR LINE OR SYSTEM FAILURE, EVEN IF VUSA, OR REPRESENTATIVES THEREOF, ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR EXPENSES.

YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, SITE-RELATED SERVICES, AND/OR LINKED WEBSITES IS TO STOP USING THE SITE AND/OR THOSE SERVICES. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM AGGREGATE LIABILITY OF US TO YOU WITH RESPECT TO YOUR USE OF THIS SITE SHALL NOT EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO VUSA FOR ACCESS TO OR USE OF THE SITES.

Binding Arbitration

You agree that any controversy or claim arising out of or relating to the Site, use of the Site, these Terms and/or the Privacy Policy shall be settled by binding arbitration in a location determined by the arbitrator as set forth herein (provided that such location is reasonably convenient for you), or at such other location as may be mutually agreed upon by the parties, in accordance with the applicable procedural rules set forth in the then prevailing Comprehensive Arbitration Rules and Procedures of JAMS (“JAMS Rules and Procedures”), and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The JAMS Rules and Procedures are available at www.jamsadr.com or by calling (800) 352-5267. The arbitrator shall be selected pursuant to the JAMS Rules and Procedures. Alternatively, you may assert your claims in small claims court in accordance with these Terms if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The arbitrator shall apply California law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized at law. If you initiate arbitration against us, you will not be responsible for professional fees for the arbitrator’s services or any other JAMS fees. In the event that the claimant is able to demonstrate that the costs of arbitration will be cost-prohibitive or greater than the costs of litigation, VUSA will pay as much of the claimant’s filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive or more expensive than the cost of litigation. If any part of this arbitration provision is deemed to be invalid, unenforceable or illegal (other than that claims will not be arbitrated on a class or representative basis), or otherwise conflicts with the rules and procedures established by JAMS, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, the portion that is deemed invalid, unenforceable or illegal is that claims will not be arbitrated on a class or representative basis, then the entirety of this arbitration provision shall be null and void, and neither claimant nor VUSA shall be entitled to arbitrate their dispute. THE ARBITRATION OF DISPUTES PURSUANT TO THIS PARAGRAPH SHALL BE IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED.

Governing Law

Use of this Site shall be governed by and construed in accordance with all applicable Federal laws of the United States of America and the laws of the State of California, without regard to its conflicts of law provisions. You hereby agree that any cause of action you may have with respect to the Site must be filed in the federal or state courts located in Contra Costa County, California, within one year after the cause of action arises or the cause is barred.

Miscellaneous

VUSA may modify, suspend, discontinue or restrict the use of any portion of the Site, including the availability of any portion of the Site at any time, without notice or liability. These Terms operate to the fullest extent permissible by law. If VUSA fails to act with respect to your breach or anyone else’s breach on any occasion, VUSA is not waiving its right to act with respect to future or similar breaches. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms constitute the entire agreement between you and VUSA regarding your use of the Site.