Centurion Brands www.centurionbrands.com

Terms of Use AGREEMENT

Effective Date of this Terms of Use Agreement: October 5, 2011.

Centurion Brands (“Centurion”) appreciates your interest in our website, www.centurionbrands.com (the “Site”). By using our Site you agree to abide by this Terms of Use Agreement (“Agreement”). If you do not agree to abide by this Agreement, do not use our Site or download materials from our Site. PLEASE CAREFULLY REVIEW THIS ENTIRE AGREEMENT BEFORE USING THE SITE.

Privacy Policy

The personal information you submit to our Site is governed by our Privacy Policy, http://www.centurionbrands.com/privacy, which is incorporated into this Agreement.

Intellectual Property

All elements comprising the Site, including without limitation, the text, site design, logos, graphics, icons and images, software, code, and other content comprising the Site (collectively, the “Material”), as well as the selection, assembly and arrangement thereof, are the sole property of Centurion or our licensors, and are protected by U.S. and international copyright laws. The entirety of the content in this Site is a collective work owned by Centurion and is protected by U.S. and international copyright laws. Copyright 2009 - 2011 Centurion Brands. All rights reserved.

The trademarks, service marks, trade names, trade dress, logos, designs, and sounds associated with the Site are owned by Centurion or third parties who have authorized their use. Without limiting the foregoing, “Centurion” is a registered trademark of Centurion.

Limited License

Subject to the terms and conditions set forth in this Agreement, Centurion grants you a limited non-exclusive license to access, use and display the Site solely for your personal, non-commercial use of the Site. Any other use of the Site is strictly prohibited. If Material downloaded from our Site contains copyright or other proprietary notices, you must retain such notices on any and all copies of the Material. You may not use any data mining programs, robots or other data gathering tools in connection with the Site. You may not modify, reproduce, copy, republish, re-post, transmit, hyperlink, merge, publicly display or distribute any Material for any public or commercial purpose.

The framing of any Material available through this Site is strictly prohibited. Centurion reserves the right to disable any unauthorized frames.

Centurion expressly reserves all rights not expressly granted herein. Any unauthorized use of the Site shall immediately terminate the license granted by Centurion under this Agreement.

Third-Party Sites

Our Site may contain links to our affiliates and links to non-affiliated, third party websites. These links are provided solely for your convenience. If you choose to utilize any of these links, you will leave our Site. Centurion has not reviewed these third party websites and does not control and is not responsible for any of these websites or their content. Centurion does not make any representations about any third party websites, or any information, software or other products or materials found on such websites. If you access any of the third party websites linked to our Site, you do so entirely at your own risk.

Linking to our Site

Any and all links to our Site must be approved in writing by Centurion, except where:

  • the link is a text-only link containing only the name “Centurion Brands”;
  • the link is to www.centurionbrands.com;
  • when activated, the link will display our Site on the full-screen and in a fully operable and navigable browser window and not within a "frame" on the linked third party site;
  • the appearance, position, and other aspects of the link may neither create the false appearance that a third party or its activities, products or services are endorsed by, associated with or sponsored by Centurion; and
  • the appearance, position, and other aspects of the link does not damage or dilute the goodwill associated with the name and marks of Centurion.

     

You may not use our trademarks in metatags and/or hidden text. Such use will be regarded by us as trademark infringement. The framing of any Material available through this Site is strictly prohibited. Centurion reserves the right to disable any unauthorized frames.

Use of Our Site

Your use of our Site shall be for lawful purposes only. You shall not use our Site for illegal purposes or for the transmission of material that is unlawful, harassing, libelous, invasive of another's privacy, abusive, threatening, harmful, vulgar, obscene, distasteful, offensive, controversial or otherwise objectionable, or that infringes or may infringe the intellectual property or rights of Centurion or another or that violates any international, federal, state, or local law. You understand and acknowledge that Centurion may, in its sole discretion, terminate your access to the Site, without notice, if we believe you have in any way violated this Agreement.

Product Descriptions

We attempt to be as accurate as possible with product descriptions. However, we do not warrant that product descriptions or other content of our Site is accurate, complete, reliable, current, or error-free.

Sharing Your Content and Information on Our Site

By sending us any ideas, comments, suggestions, questions or other material, you grant us an unrestricted, royalty-free, worldwide, irrevocable license to use, reproduce, display, perform, modify, transmit and distribute such material with or without your name in any manner, including in connection with our business, and you also agree that we are free to use any ideas, concepts, know-how or techniques that you send us for any purpose.

You agree that no comments or other information submitted by you to Centurion will violate any personal or proprietary right of any third party (including, without limitation, copyright and trademark rights). You agree that no comments or other information submitted by you to Centurion will be libellous, obscene, harassing, abusive or otherwise unlawful. You agree that you shall remain solely liable for the contents of any comments or other information submitted by you to Entity.

Disclaimer

NEITHER Centurion NOR ANY PARTY INVOLVED IN CREATING, PRODUCING, SERVICING, UPDATING OR DELIVERING THE SITE SHALL BE LIABLE FOR ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES ARISING OUT OF USERS ACCESS, USE, OR INABILITY TO USE OUR SITE OR ANY SITES LINKED TO OUR SITE, OR ANY ERRORS OR OMISSIONS IN THE CONTENT OF ANY OR ALL SUCH SITES WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE CONTENT PROVIDED ON OUR SITE IS PROVIDED AS IS WITHOUT ANY WARRANTIES OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY.

Centurion does not warrant the accuracy and completeness of the content on our Site. Centurion may make changes to the materials and services on our Site at any time without notice. You acknowledge and agree that there may be interruptions in service or events that are beyond our control. While we use reasonable efforts to keep the Site accessible, we do not guarantee, and shall have no liability for, any unavailability of the Site (i) caused by outages to any public Internet backbones, networks or servers, (ii) caused by any failures of your equipment, systems or local access services, (iii) for previously scheduled maintenance, or (iv) relating to events beyond our control such as strikes, riots, insurrection, fires, floods, explosions, war, governmental action, labor conditions, earthquakes, natural disasters, or interruptions in Internet services to an area where our or your servers are located or co-located. Because we do not control the security of the Internet or other networks you use to access the Site, we are not responsible for any data lost during transmission. The materials, products and services on our Site may be out of date and we make no commitment to update the materials, products and services on our Site. Information published on our Site may refer to products, programs or services that are not available in your country. Contact us at sales@centurionbrands.com for information regarding the products, programs and services that may be available to you. Applicable law may not allow the exclusion of implied warranties, so the above exclusion may not apply to you. You agree that any cause of action or claim that you may have relating to our Site must be made or instituted within one year of when the cause of action or claim accrued.

Indemnification

You agree to defend, indemnify, and hold Centurion, its officers, directors, employees, agents, licensors, affiliates, service providers and suppliers, harmless from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your violation of this Agreement.

Changes to this Agreement

Centurion may change, revise, modify, add or remove any terms of this Agreement at any time by updating this posting. You should visit this posting from time to time to review the then-current Agreement because your continued use of our Site after any changes to this Agreement have been posted will be deemed acceptance of any revised terms. You agree that we shall not be liable to you or any third-party for any modification or discontinuance of any materials, features, products, prices, services, information or the Site.

Applicable Laws

When you use our Site, you may transmit data to servers located in the State of New York. Our Site is controlled and administered by Centurion from offices within the State of Wisconsin. Centurion makes no representation that materials on our Site are appropriate or available for use at other locations outside of the United States and access to them from territories where their content is illegal or restricted is prohibited. You may not use our Site or export the materials in violation of U.S. export laws and regulations. If you access our Site from a location outside of the United States, you are responsible for compliance with all local laws. This Agreement shall be governed by the laws of the United States and of the State of Wisconsin, without giving effect to its conflict of laws provisions.

This Agreement constitutes the entire agreement between Centurion and you with respect to your use of our Site. If for any reason a court of competent jurisdiction finds any provision of this Agreement or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of this Agreement, and the remainder of this Agreement shall continue in full force and effect.

 

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