This Website is provided by Gramercy Products, L.L.C. (hereinafter, “Gramercy”) without charge as a convenience and is provided for informational purposes only. By accessing or using this site or downloading materials from this site, you agree to these terms and conditions. If you do not agree to be bound by these terms and conditions, please do not use this site or download Content from this site. “Content” refers to any materials, documents, images, graphics, logos, design, audio, video and any other information provided from or on our Website.

 

1. Warranty Disclaimers

 

Gramercy makes no representations about the suitability of the Content contained on this Website for any purpose. This Website and all of the Content is provided “as is” without warranty of any kind whether express or implied. All implied warranties, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, and non-infringement, are hereby expressly disclaimed. For the avoidance of doubt, Gramercy advises that that we do not warrant or represent that: (1) the Content is accurate or complete; (2) the Content is up-to-date or current; (3) we have a duty to update any Content; (4) the Content is free from changes caused by third party; and (5) your access to our Website will be free from interruptions, errors, computer viruses or other harmful components. In no event shall Gramercy be liable to any person or business entity for any special, direct, indirect, punitive, incidental or consequential damages arising out of or in connection with the use of this Website or any other Website to which this site is linked, including, without limitation, any lost profits, business interruption, or loss of programs or information even if Gramercy has been specifically advised of the possibility of such damages, whether based on contract, tort, strict liability or otherwise. Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.

 

2. Content Disclaimer

 

Gramercy shall not be responsible for any errors or omissions contained in this Website (including but not limited to technical inaccuracies and typographical errors) and reserves the right to make changes to the site at any time without notice.

 

3. License Disclaimer

 

Nothing on this Website shall be construed as conferring any license to any of the information available on this site or under any of Gramercy’ or any third party’s intellectual property rights, whether by estoppel, implication, or otherwise.

 

4. Notice Specific to Documents Available on this Website

 

The Content contained on this Website is owned or licensed by Gramercy and its third-party information providers and is protected by applicable copyrights, trademarks, service marks, and/or other intellectual property rights. Accordingly, except as authorized under the Copyright laws, you may not copy, distribute, modify, post, frame or link this Website, including any text, graphics, video, audio, software code, user interface design or logos without Gramercy’ written permission. You may download material displayed on this Website for your personal use provided you also retain all copyright and other proprietary notices contained on the materials. You may not distribute, modify, transmit, reuse, repost or use the Content of this Website for public or commercial purposes, including all text, images, audio and video, without Gramercy’s written permission. Modification or use of the materials for any other purpose violates Gramercy’ intellectual property rights.

 

The use of the images displayed on this Website by you, or anyone else authorized by you, is prohibited. Any unauthorized use of the images may violate copyright laws, trademark laws, and the laws of privacy and publicity, and communications, as well as other regulations and statutes. If you download any information from this Website, you agree that you will not copy it or remove or obscure any copyright or other notices or legends contained in any such information.

 

5. Links to Third Party Sites

 

The third party hypertext links on this Website will allow you to leave Gramercy’ Website. These third party links are provided as a service to users and are not sponsored by or affiliated with this Website or under the control of Gramercy. These third party links are to be accessed at the user’s own risk, and Gramercy and the authors of this Website make no representation or warranties about the Content of these links. Gramercy is not responsible for the safety or Content of any third party links, third party linked site or any link contained in a third party linked site. Gramercy is providing these third party links to you only as a convenience, and the inclusion of any third party link does not imply endorsement by Gramercy of the site.

 

6. Links from Third Party Sites

 

If a third party links to Gramercy’ Website, it is not necessarily an indication of an endorsement, authorization, sponsorship, affiliation, joint venture or partnership by or with Gramercy. In some cases, Gramercy is not aware that a third party has linked to our Website. A Website that links to Gramercy’ Website: (1) may link to, but not replicate, our Content; (2) should not create a browser, border environment or frame our Content; (3) should not imply that Gramercy is endorsing it or its products; (4) should not misrepresent its relationship with Gramercy; (5) should not present false information about Gramercy’ products or services; and (6) should not contain Content that could be construed as distasteful, offensive or controversial, and should contain only content that is appropriate for all age groups.

 

7. Unsolicited Information

 

Any Personally Identifiable Information (PII) you may provide to Gramercy via this Website is protected by the Privacy Policy associated with this site. Gramercy does not want you to, and you should not, send any confidential or proprietary information to Gramercy via this site. You agree that any information or materials that you or individuals acting on your behalf provide to Gramercy will not be considered confidential or proprietary. By providing any such information or materials to Gramercy, you grant to Gramercy an unrestricted, irrevocable, worldwide, royalty-free license to use, reproduce, display, publicly perform, transmit and distribute such information and materials without compensation of any kind, and you further agree that Gramercy is free to use any ideas, concepts or know-how that you or individuals acting on your behalf provide to Gramercy. You further recognize that Gramercy does not want you to, and you warrant that you shall not, provide any information or materials to Gramercy that is defamatory, threatening, obscene, harassing or otherwise unlawful, or that incorporates the proprietary material of another.

 

8. Trademarks

 

The Gramercy’ trademark and design and other marks referenced herein are either trademarks or registered trademarks of Gramercy. Other product and company names mentioned herein may be the trademarks of their respective owners. Gramercy prohibits the use of any Gramercy trademarks, including, but not limited to “hot” links to any Gramercy Website unless the establishment of such link is approved in advance in writing by Gramercy.

 

9. Rights Reserved

 

Any rights not expressly granted herein are reserved. Gramercy reserves the right to change this Agreement at any time by revising the terms and conditions herein without notice. Users are responsible for regularly reviewing these terms and conditions. Continued use of this Website following any such changes shall constitute the user’s acceptance of such changes. Gramercy may also impose limits on certain features and services or restrict your access to parts or the entire site without notice or liability.

 

10. User Indemnification of Gramercy

 

You agree to indemnify, defend and hold harmless Gramercy, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to us from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of this Agreement by you.

 

12. This Agreement

 

These terms constitute an agreement for use and the entire agreement between Gramercy and the user for the use of this Website. This Agreement supersedes any and all other agreements, understandings and communications between the parties regarding the use of this Website.

 

Gramercy’ failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. Gramercy may assign our rights and duties under this Agreement to any party at any time without notice to you.

 

This site is controlled, operated and administered by Gramercy from its offices within the United States of America. Gramercy makes no representation that materials at this site are appropriate or available for use at other locations outside of the United States and access to them from territories where their contents are illegal is prohibited. You may not use the site or export the Content contained herein in violation of U.S. export laws and regulations. If you access this site from locations outside of the United States, you are responsible for compliance with all local laws. These Terms and Conditions of use shall be governed by the laws of the State of New York, exclusive of New York’s choice of law rules. You agree that any legal action or proceeding between us for any purpose concerning this Agreement or the parties’ obligations shall be brought exclusively in a federal or state court in New York.

 

13. Changes in this Agreement’s Terms and Conditions

 

Gramercy may at any time revise these terms and conditions by updating this posting without prior notice to you. By using our Website, you agree to be bound by any such revisions and should therefore periodically visit this page to determine the then current Gramercy Website User Agreement and Disclaimers to which you are bound. Certain provisions of these terms and conditions may be superseded by other legal notices or terms located on parts of our Website. In the event of a conflict between the terms and conditions of this Agreement and the terms and conditions of any other written agreement between Gramercy and its customers or vendors, the express terms and conditions of the latter agreement shall prevail.