Terms of Use

Welcome to the Website offered by Corcentric, LLC. (“Corcentric,” “we,” or “us”). These Terms of Use (“Terms”) apply to all content, materials, functionality and services made available by Corcentric on its Website located at http://www.corcentric.com/ (and its affiliates and/or subsidiaries) and all other internet properties under Corcentric’s partial or complete control (collectively, the “Site”).

THESE TERMS CREATE A BINDING LEGAL CONTRACT BETWEEN YOU AND CORCENTRIC, AND YOU SHOULD READ AND BE SURE YOU UNDERSTAND THEM BEFORE USING THE SITE. BY USING THE SITE, YOU REPRESENT AND WARRANT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, YOU MUST NOT USE – AND ARE NOT AUTHORIZED TO USE – ALL OR ANY PORTION OF THE SITE.

AS FURTHER DESCRIBED BELOW, THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

1.General.

2.Privacy.

Your use of the Site is subject to the Privacy Policy which is hereby incorporated by reference into these Terms. By using the Site you acknowledge and agree that you have read, understood, and agree to the data collection, use, and disclosure provisions set forth in the Privacy Policy.

3.Use of the Site.

4.Site Security.

You are prohibited from violating, or attempting to violate, the security of the Site. Any such violations may result in criminal and/or civil penalties against you, as well as the termination of your privilege to use the Site, at Corcentric’s sole discretion. Corcentric reserves the right to investigate any alleged or suspected violations and, if a criminal violation is suspected, refer such suspected violation to the appropriate law enforcement agencies and cooperate fully with such investigations, including, but not limited to, the disclosure of any or all of your activities on or related to the Site.

5.Intellectual Property Rights.

6.Feedback.

We appreciate hearing from our users and welcome your comments regarding the Site. Please be advised, however, that if you send us creative ideas, suggestions, inventions, or materials (collectively, “Feedback”): (a) you hereby grant to us a worldwide, non-exclusive, irrevocable, perpetual, royalty-free, and unlimited license to use the Feedback, whether written or oral, in any manner whatsoever; (b) we will not be subject to any obligation of confidentiality and will not be liable for any use or disclosure of any Feedback; and (c) we will be entitled to unrestricted use of the Feedback for any purpose whatsoever, commercial or otherwise, without compensation to you or any other person.

7.User-Generated Content.

8.Copyright Infringement.

The Digital Millennium Copyright Act (the “DMCA”) provides recourse for copyright owners who believe that material appearing online infringes their rights under U.S. law. If you believe in good faith that materials posted on the Site infringe your copyrights, you (or your agent) may send Corcentric a “Notification of Claimed Infringement” requesting that the material be removed, or access to it blocked. The notice must include the following information:

If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send Corcentric a counter-notice.

Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright/ for details. Notices and counter-notices with respect to the Site should be sent to Corcentric, LLC, ATTN: Vice President of Marketing, 457 Haddonfield Road, Suite 220, Cherry Hill, NJ 08002, with a copy sent to copyright@corcentric.com. Consult your legal advisor and see 17 U.S.C. § 512 before filing a notice or counter-notice as there are penalties for false claims under the DMCA.

9.Indemnity.

You agree to indemnify and hold Corcentric, and its officers, directors, employees, agents, successors, and assigns harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected to (a) your access, use, or misuse of the Site, or Corcentric Content, or (b) your violation of these Terms. Corcentric will use reasonable efforts to notify you of any such claim, action or proceeding for which it seeks an indemnification from you upon becoming aware of it, but if Corcentric is unable to communicate with you in a timely manner because of an inactive e-mail address for you, your indemnification obligation will continue notwithstanding Corcentric’s inability to contact you in a timely manner.

10.Warranty Disclaimers.

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SITE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND CORCENTRIC HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SITE AND ANY SERVICES OFFERED BY CORCENTRIC, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS.

11.Limitation of Liability.

IN NO EVENT WILL CORCENTRIC OR ITS OFFICERS, DIRECTORS, LICENSORS, SUPPLIERS, SUCCESSORS, OR ASSIGNS BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, OR OTHER CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OR ACCESS OF OR INABILITY TO USE OR ACCESS THE SITE OR ANY SERVICES OR CONTENT MADE AVAILABLE THROUGH THE SITE, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, OR OTHERWISE, WHETHER BASED IN TORT, CONTRACT, OR OTHER LEGAL THEORY, EVEN IF CORCENTRIC IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL CORCENTRIC BE LIABLE IN THE AGGREGATE FOR ANY DAMAGES INCURRED BY YOU THAT EXCEED ONE HUNDRED DOLLARS.

12.Basis of the Bargain.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, YOU AGREE THAT BECAUSE SUCH WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND CORCENTRIC, AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND CORCENTRIC IN LIGHT OF CORCENTRIC’S OFFERING MANY OF THE FUNCTIONALITIES OF THE SITE FOR FREE, CORCENTRIC’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

13.Term and Termination.

14.Jurisdictional Matters.

The Site is controlled and operated by Corcentric from its offices within the State of New Jersey. Corcentric makes no representation that materials on the Site or through the Site are appropriate or available for use in other locations. Those who choose to access or use the Site from other locations, including from outside the United States of America, do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. Access to the Site from jurisdictions where the contents or practices of the Site are illegal, unauthorized or penalized is strictly prohibited.

15.Dispute Resolution.

16.Miscellaneous.