Atrion Terms and Conditions of Use
INTRODUCTION
Welcome to the Atrioncorp.com web sites. Atrion Corporation (“Atrion”) created and maintains these web sites to provide information to and communicate better with investors, customers, physicians, patients, and others who may be interested in learning more about Atrion and the products and services it offers. You may use these web sites, provided you comply with these terms and conditions.
The Atrion web site is comprised of various web sites and web pages operated by Atrion or its subsidiaries (collectively, the “Atrion Web Sites”).
The Atrion Web Sites include:
Atrioncorp.com
AtrionMedical.com
Halkey-Roberts.com
LacriCATH.com
QuestMedical.com
Please take a few minutes to carefully review these terms, conditions, and notices contained or referenced herein (the “Terms of Use”). By accessing and using this web site you agree to follow and be bound by these Terms of Use. If you do not agree to follow and be bound by these Terms of Use, you may not access, use or download materials from this web site.
THESE TERMS AND CONDITIONS MAY CHANGE
Atrion reserves the right to update or modify these Terms of Use at any time without prior notice. Your use of the Atrion Web Sites following any such change constitutes your agreement to follow and be bound by the Terms of Use as changed. For this reason, we encourage you to review these Terms of Use every time you use the Atrion Web Sites. These Terms of Use were last revised on October 31, 2002.
THIRD PARTY SITES
The Atrion Web Sites may produce automated search results or otherwise link you to other sites on the Internet. These sites may contain information or material that some people may find inappropriate or offensive. These other sites are not under the control of Atrion, and you acknowledge that Atrion is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites. The inclusion of such a link does not imply endorsement of the site by Atrion or any association with its operators.
LINKS TO THE ATRION WEB SITES
All links to any of the Atrion Web Sties must be approved in writing by Atrion Corporation.
PROPRIETARY RIGHTS
You acknowledge and agree that all content and materials available on the Atrion Web Sites are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. Except as expressly authorized by Atrion, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from such materials or content. Systematic retrieval of data or other content from the Atrion Web Sites to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from Atrion is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in these Terms of Use is prohibited.
As noted above, reproduction, copying, or redistribution for commercial purposes of any materials or design elements on the Atrion Web Sites is strictly prohibited without the express written permission of Atrion.
COPYRIGHT NOTICE AND LIMITED LICENSE
Everything you see and hear on the Atrion Web Sites (the “Content”), including, for example, all of the text, directories, photographs, illustrations, graphics, audio clips, video clips, and audio-video clips, is copyrighted under United States law and applicable international copyright laws and treaty provisions. The copyrights in the Content are owned by Atrion or by one of its affiliates, or by third parties who have licensed their materials to Atrion. The entire Content of the Atrion Web Sites is copyrighted as a collective work under United States law and applicable international copyright laws and treaties. Atrion owns the copyright in the selection, coordination, arrangement and enhancement of the Content.
You may download, store, print, and copy selected portions of the Content of the Atrion Web Sites, provided you:
- Only use the Content you download for your personal, noncommercial use or to further your business dealings with Atrion
- Do not publish or post any part of the Content on any other Internet site without obtaining the prior written consent of Atrion
- Do not publish or broadcast any part of the Content in or on any other media without obtaining the prior written consent of Atrion
- Do not modify or alter the Content in any way or delete or modify any copyright or trademark notices or notices of confidentiality
No right, title or interest in the downloaded Content is transferred to you when you download Content from this site. Atrion reserves all intellectual property rights in any Content you download from the Atrion Web Sites.
Except as expressly stated above, you may not copy, download, print, publish, display, perform, distribute, transmit, transfer, translate, modify, add to, update, compile, abridge or in any other way transform or adapt all or any part of the Content of the Atrion Web Sites without first obtaining written permission from Atrion.
TRADEMARK NOTICE
All rights in the product names, company names, trade names, logos, product packaging and designs of all Atrion or third-party products or services, whether or not appearing in large print or with the trademark symbol, belong exclusively to Atrion or their respective owners, and are protected from reproduction, imitation, dilution or confusing or misleading uses under national and international trademark and copyright laws. The use or misuse of these trademarks or any materials, except as permitted herein, is expressly prohibited and nothing stated or implied on this site confers on you any license or right under any patent or trademark of Atrion or any third party.
USE PROVIDED INFORMATION AND CONTENT
By posting or submitting content to the Atrion Web Sites, you:
- grant Atrion and its affiliates and licensees an unrestricted, irrevocable, worldwide, royalty-free license to use, reproduce, display, perform, adapt, modify, distribute, have distributed, and promote the content in any form, and for any purpose;
- warrant and represent that you own or otherwise control all of the rights to the content and that public posting and use of your content by Atrion will not infringe or violate the rights of any third party;
- agree that you will not post or submit to the Atrion Web Sites any content that is defamatory, threatening, obscene, harassing, or otherwise unlawful in any respect;
- acknowledge that all non-personal information contained in your message, including feedback data, such as questions, comments, suggestions, or the like (collectively “Feedback”) will be considered to be non-confidential. Atrion shall have no obligations of any kind with respect to such Feedback, and shall be free to reproduce, use, disclose, exhibit, display, transform, commercialize, create derivative works and distribute the Feedback to others without limitation. Further, Atrion shall be free to use any ideas, inventions, concepts, know-how or techniques contained in such Feedback for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products incorporating such Feedback.
DISCLAIMER OF WARRANTIES
ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE ATRION WEB SITES (THE “WEB CONTENT”) ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE. THE WEB CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. ATRION, ITS SUBSIDIARIES, AND ITS LICENSORS DO NOT WARRANT THAT THE WEB CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE ATRION WEB SITES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE WEB CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE ATRION WEB SITES AND THE WEB CONTENT IS SOLELY AT YOUR RISK. BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL ATRION, ITS SUBSIDIARIES, OR ITS LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE ATRION WEB SITES OR THE WEB CONTENT. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF ATRION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, ATRION’S LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
INDEMNIFICATION
Upon a request by Atrion, you agree to defend, indemnify, and hold harmless Atrion and its subsidiaries and other affiliated companies, and their employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorneys’ fees that arise from your use or misuse of the Atrion Web Sites or the Web Content. Atrion reserves the right, at it own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Atrion in asserting any available defenses.
INTERNATIONAL USE
Atrion makes no representation that materials on the Atrion Web Sites are appropriate or available for use in locations outside the United States, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access the Atrion Web Sites from other locations do so on their own initiative and are responsible for compliance with local laws.
CHOICE OF LAW & FORUM
These Terms of Use shall be governed by and construed in accordance with the laws of the State of Texas, excluding its conflicts of law rules. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to these Terms of Use or your use of the Atrion Web Sites shall be filed only in District Court, Eastern District of Texas, and you further agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.
SEVERABILITY AND INTEGRATION
Unless otherwise specified herein, this agreement constitutes the entire agreement between you and Atrion with respect to the Atrion Web Sites and supersedes all prior or contemporaneous communications and proposals (whether oral, written, or electronic) between you and Atrion with respect to the Atrion Web Sites. If any part of these Terms of Use is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
TERMINATION
Atrion reserves the right, in its sole discretion, to terminate your access to all or part of the Atrion Web Sites, with or without notice.