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This
Internet Web Site Use Agreement (the "Agreement") is between you
and Standex International Corporation (the "Company") with
executive offices at 6 Manor Parkway, Salem, New Hampshire
03079. Your use of the Company Internet Web Site (the "Web
Site") is subject to the following terms and conditions of use:
(1) YOU AGREE TO READ THESE TERMS AND CONDITIONS OF USE
CAREFULLY BEFORE USING THIS WEB SITE. Use of the Web Site
signifies your unconditional agreement to the terms and
conditions of this Agreement. If you do not agree to these terms
and conditions of use, do not access or otherwise use this Web
Site.
(2) The Company may gather, process and use information and
materials received from you (e.g., name, physical address,
e-mail address) or collected through your use of the Web Site
for any lawful reason or purpose.
(3) The Company reserves the right, at its sole discretion,
from time to time to change, modify, add or remove any portion
of this Agreement, in whole or in part, at any time.
Notification of changes in the Agreement will be posted on the
Web Site.
(4) The Web Site, including the information, artwork, text,
videos, graphics, images, pictures, audio and other materials
(collectively known as the "Content") contained thereon, is
protected by one or more copyrights pursuant to U.S. copyright
laws, international conventions and other intellectual property
laws. You will abide by any and all copyright notices, trademark
notices, ownership information or restrictions contained in any
Content on the Web Site. You may download and make copies of the
Content and other downloadable items displayed on this Web Site,
provided that you maintain all copyright and other notices
contained in such Content. Copying or storing of any Content on
the Web Site for reproduction, redistribution or publication to
third parties for commercial purposes is expressly prohibited
without prior written permission from the Company. All rights to
the Company’s copyrighted materials not expressly granted herein
are reserved by the Company.
(5) The Company, at its sole discretion, may change, suspend
or discontinue any aspect of the Web Site at any time, including
the availability of any Web Site feature, database or Content.
The Company may also impose limits on certain features and
services or restrict your access to parts or all of the Web Site
without notice or liability.
(6) You represent, warrant and covenant that you shall not
upload, post or transmit to or distribute or otherwise publish
through the Web Site any materials which: (i) restrict or
inhibit any other user from using and enjoying the Web Site;
(ii) are unlawful, threatening, abusive, libelous, defamatory,
obscene, vulgar, offensive, pornographic, profane, sexually
explicit or indecent; (iii) constitute or encourage conduct that
would constitute a criminal offense, give rise to civil
liability or otherwise violate any law or governmental
regulation; (iv) violate, plagiarize or infringe the rights of
third parties including, without limitation, copyright,
trademark, patent, rights of privacy or publicity or any other
proprietary right; (v) contain a virus or other harmful or
destructive elements; (vi) contain any information, software or
other material of a commercial nature; (vii) contain advertising
of any kind; or (viii) constitute or contain false or misleading
indications of origin or statements of fact.
(7) You hereby agree to defend, indemnify and hold harmless
the Company, and all its officers, directors, agents, employees,
information providers, affiliates, licensors and licensees from
and against any and all liabilities, claims, penalties, losses,
damages, cost and expense (including court costs and reasonable
attorney’s fees, interest expense and amounts paid in compromise
or settlement), suits or actions arising out of or resulting
from any breach by you of this Agreement, including the
foregoing representations, warranties and covenants. You shall
cooperate as fully as reasonably required in the defense of any
claim. The Company reserves the right to assume the exclusive
defense and control of any matter otherwise subject to
indemnification by you and you shall not in any event settle any
matter without the written consent of the Company.
(8) The Web Site may contain hypertext links and pointers to
the other World Wide Web Internet sites and resources operated
and controlled by parties other than the Company. Links to and
from the Web Site to such third party sites do not imply or
constitute an endorsement by the Company of any third party
material or contents and the Company does not assume any
responsibility or liability for said third party material or
contents. Additionally, the stock quotes, stock charts, historic
stock price performance and analyst reports involving the stock
of the Company appearing on the Web Site are provided by and
controlled by third parties. Prior to investing or executing any
trade based upon said third party information, you are advised
to consult with your broker or other financial representative to
verify the accuracy and timeliness of such information.
(9) The Company does not represent or endorse the accuracy or
reliability of any advice, opinion, statement or other
information displayed or distributed through the Web Site. You
acknowledge that any reliance upon any such opinion, advice,
statement, memorandum, or information shall be at your sole
risk. The Company reserves the right, in its sole discretion, to
correct any errors or omissions in any portion of the Web Site.
(10) The Company reserves the right at all times to disclose
any information as necessary to satisfy any law, regulation or
government request, or to edit, refuse to post or to remove any
information or materials, in whole or in part, that in the
Company's sole discretion are objectionable or in violation of
this Agreement.
(11) THE COMPANY WEB SITE, INCLUDING ALL CONTENT, SOFTWARE,
FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR
ACCESSED THROUGH THE WEB SITE, IS PROVIDED ON AN "AS IS" BASIS.
TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THE COMPANY MAKES NO
REPRESENTATION OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE
CONTENT ON THE WEB SITE OR THE MATERIALS, INFORMATION AND
FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED
THROUGH THE WEB SITE, FOR ANY HYPERTEXT LINKS TO THIRD PARTY WEB
SITES OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE
TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE WEB SITE OR
ANY LINKED SITE. FURTHER, THE COMPANY DISCLAIMS ANY EXPRESS OR
IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE
FUNCTIONS CONTAINED IN THE WEB SITE OR ANY MATERIALS OR CONTENT
CONTAINED THEREIN WILL BE UNINTERRUPTED, ERROR FREE OR THAT
DEFECTS WILL BE CORRECTED, OR THAT THE COMPANY WEB SITE OR THE
SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER
HARMFUL COMPONENTS. THE COMPANY SHALL NOT BE LIABLE FOR THE USE
OF THE WEB SITE, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND
ANY ERRORS CONTAINED THEREIN. TO THE FULLEST EXTENT PERMISSIBLE
BY LAW, THE COMPANY SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT,
INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES
ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR ACCESS
TO THE WEB SITE OR FOR ANY INFORMATION OBTAINED THROUGH THE WEB
SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR
OTHERWISE, EVEN IF THE COMPANY OR ANY OF ITS AGENTS HAS BEEN
ADVISED OF THE POSSIBILITY OF DAMAGES. SOME STATES/JURISDICTIONS
DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR
CONSEQUENTIAL OR INCIDENTAL DAMAGES, AND THEREFORE THE PRECEDING
LIMITATION MAY NOT APPLY TO YOU.
(12) "Forward-looking statements", as defined in the
introductory paragraph to the "Management's Discussion and
Analysis" of the results of operations contained in the most
recent Annual Report of the Company, may be included in the Web
Site. Actual outcomes and results may differ from what is
expressed or forecasted.
(13) By posting messages, uploading files, inputting data or
engaging in any other form of communication (individually or
collectively "Communications") to the Web Site, you hereby grant
to the Company a perpetual, worldwide, irrevocable,
unrestricted, non-exclusive, royalty free license to use, copy,
license, sublicense, adapt, distribute, display, publicly
perform, reproduce, transmit, modify, edit and otherwise fully
exploit such Communications, in all media now known or hereafter
developed. You hereby waive all rights to any claim against the
Company for any alleged or actual infringements of any
proprietary rights, rights of privacy and publicity, moral
rights and rights of attribution in connection with such
Communications.
(14) You acknowledge that Communications involving the Web
Site are not confidential and that Communications may be read or
intercepted by others. You acknowledge that by submitting
Communications to the Company, no confidential, fiduciary,
contractually implied or other relationship is created between
you and the Company other than pursuant to this Agreement.
(15) THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF NEW HAMPSHIRE, WITHOUT
REGARD TO CONFLICTS OF LAWS PROVISIONS. YOU HEREBY AGREE AND
CONSENT THAT THE SOLE AND EXCLUSIVE JURISDICTION FOR ANY ACTION
OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL
BE AN APPROPRIATE STATE OR FEDERAL COURT LOCATED IN THE STATE OF
NEW HAMPSHIRE.
(16) The Company has a long standing policy that does not
allow it to accept or consider creative ideas, suggestions or
materials other than those which have been specifically
requested or otherwise affirmatively solicited by the Company in
writing. It is the intent of this policy to avoid possible
misunderstandings as to the ownership of creative ideas,
concepts, suggestions or materials. If you send any creative
materials, suggestions, ideas, notes, drawings, concepts or
other information (collectively known as the “Information”) to
the Company in printed form, electronic means or otherwise, the
Information shall be deemed to be the property of the Company
and shall not be subject to any obligations of confidence,
non-disclosure or non-usage. The Company is hereby entitled to
unrestricted usage of the Information on a worldwide basis
without compensation to the provider of the Information.
(17) This Agreement constitutes the entire agreement between
the Company and you with respect to your use of and access to
the Web Site. This Agreement supersedes all prior or
contemporaneous communications and proposals, whether
electronic, oral or written, between you and the Company with
respect to the Web Site. Use of the Web Site is unauthorized in
any jurisdiction that does not give effect to all of the terms
and conditions of this Agreement. Any cause of action you may
have with respect to your use of and access to the Web Site must
be commenced within one (1) year after the claim or cause of
action arises. If for any reason a court of competent
jurisdiction finds any provision of this Agreement, or portion
thereof, to be unenforceable, that provision shall be enforced
to the maximum extent permissible so as to give legal effect to
the intent of the Agreement, and the remainder of this Agreement
shall continue in full force and effect. A printed version of
this Agreement and of any notice given in electronic form shall
be admissible in judicial or administrative proceedings based
upon or relating to this Agreement or the Web Site to the same
extent and subject to the same conditions as other business
documents and records generated and maintained in printed form
by the Company. The failure of the Company to enforce any
provision of this Agreement shall not be deemed a waiver of such
provision nor bar the Company’s right to enforce the provision. |