Terms of Use
Overview
Welcome to the CMS Composer website. The following Terms of Use govern your use of this website and form a legal agreement between you, your company, your employer and your corporate client, as the case may be, and CMS Composer. The act of accessing this website assumes you have read this agreement and accept all of its provisions. By signing up on this website, you confirm that you have read all of the Terms of Use and that you agree to be bound by them.
If you do not wish to be bound by this agreement, please do not use this website.
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Index
Ownership
This website is owned and operated by CMS Composer. All of the content on this website is also owned by CMS Composer.
All of the components of this website are protected by copyright, moral rights, trademark and other laws relating to intellectual property rights. Except as expressly permitted via written agreement with CMS Composer, no part of this website or its content may be copied or retransmitted.
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Indemnity
You shall indemnify CMS Composer against any and all expenses, losses, costs or damages incurred as a result of your breach of the terms of this Agreement or your unauthorized use of the Content and related rights.
You agree to indemnify, defend and hold harmless CMS Composer, its officers, directors, employees, shareholders, partners, sponsors, agents, attorneys, representatives, subsidiaries, affiliates, and successors from all losses, liabilities, damages of any kind (including, without limitation, lost profits, direct, indirect, compensatory, consequential, exemplary, special, incidental, or punitive damages), claims and expenses, including reasonable attorneys' fees and costs, whether or not a lawsuit or other proceeding is filed, that in any way arises out of or relates to: (a) your breach or violation of this agreement; (b) your use of, or inability to use, this website; (c) any transactions or other activities you engage in with any third party service providers, third party sites, or who you access by or through this website; and/or (e) your negligence or willful misconduct. In the event, you fail to promptly indemnify and defend such claims and/or pay CMS Composer's expenses, as provided above, CMS Composer shall have the right to defend itself, and in that case, you shall reimburse CMS Composer for all of its reasonable attorney's fees, costs and damages incurred in settling or defending such claims within thirty (30) days of each of CMS Composer's written requests.
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Usage
This website is intended to be available 24 hours a day. However, we will not be liable if for any reason this site is unavailable at any time or for any period. Access to this site may be suspended temporarily or permanently and without notice.
When you supply any personal information, you shall be deemed to have accepted the terms of the Privacy Statement.
No Warranty
This website and its Content are provided on an "AS IS" basis. We do not warrant that this site will be compatible with all hardware and software which you may use. Although we may put in place security measures for your protection, we shall not be liable for damage to, or viruses that may affect, any computer equipment, software, data or other property as a result of your access to, use of or browsing of this website or your downloading of any material.
All warranties, express, implied or statutory, are disclaimed - including, but not limited to, any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, and/or infringement of third party rights or arising out of a course of conduct or trade custom or usage. You understand and agree that the information and services on this site may contain bugs, errors, problems, or other limitations.
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Disclaimers
CMS Composer and its affiliated parties will not be liable for any damages of any kind arising from the use of this site. The functions and content of this Website are not warranted to be free of error or uninterrupted. No information or advice, whether oral or written, obtained from this website shall create any warranty or guarantee not expressly stated in this agreement. Although measures are taken to provide security for communications via this website, such security cannot be, and is not, guaranteed or warranted. The user, not CMS Composer, assumes the entire cost of any repair, correction, or servicing resulting from use of this website.
CMS Composer strives to make reasonable efforts to ensure the accuracy, correctness and reliability of the Content, but we make no representations or warranties as to the content's accuracy, correctness or reliability.
Websites accessed by links from this website are not controlled by CMS Composer, so we are not responsible for any content, accuracy or opinions expressed in such website or any loss suffered by you in relation to your use of such websites. Inclusion of any linked web site on our website does not imply approval or endorsement of the linked website by us. You waive any and all claims against CMS Composer regarding the inclusion of links to outside websites or your use of those websites.
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Modifications
CMS Composer reserves the right to change these Terms Of Use, license fees, costs, and any information on this website at any time without prior notice. Your continued use of the website after such changes indicates your acceptance of these Terms Of Use as modified. It is your responsibility to review the Terms Of Use regularly. These conditions set out the entire agreement between CMS Composer and you relating to your use of this website.
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Miscellaneous
This website (excluding linked sites) is controlled by CMS Composer from its office within the State of Oregon, USA. Both parties agree that this Agreement shall be deemed executed and performed by both parties in Eugene, Oregon. This Agreement shall be interpreted and enforced according to the substantive laws of the State of Oregon, without application of its conflicts or choice of law rules. Both you and CMS Composer irrevocably submit to the jurisdiction of the state and/or federal courts located in Eugene, Oregon for any action or proceeding regarding this Agreement, and waive any right to assert the doctrine of forum non-convenience or otherwise object to the jurisdiction or venue of the courts in Lane County, Oregon. CMS Composer makes no representation that materials on this website are appropriate or available for use in locations other than Eugene, Oregon, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access this website from other locations do so solely on their own initiative and are solely responsible for compliance with local laws.
Any cause of action by you with respect to this website and/or any information, products or services related thereto, must be instituted within one (1) year after the cause of action arose or be forever waived and barred. All actions shall be subject to the limitations set forth in this Agreement. The language in this Agreement shall be interpreted as in accordance with its fair meaning and not strictly for or against either party.
No action of CMS Composer, other than an express written waiver or amendment, may be construed as a waiver or amendment of any of these Terms of Use.
If any clause in these Terms Of Use shall become or shall be declared by any court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall in no way affect any other clause or part of any clause, all of which shall remain in full force and effect, so long as the Terms Of Use shall be capable of continuing in effect without the unenforceable term.
To the extent that anything in or associated with this website is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Our failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision.
In the event a dispute arises regarding this Agreement or the use of the Site, the prevailing party shall be entitled to recover reasonable attorneys' fees and costs incurred, in addition to damages and any other relief to which it is entitled.
In the event you have a question or concern concerning CMS Composer and/or this Agreement, you should notify us in writing at:
CMS Composer
2282 McLean Blvd
Eugene, Oregon 97405
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