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Terms of Service

TERMS OF SERVICE
LAST UPDATED: October 28, 2016

By accessing or using the Klockit website, however accessed, you agree to be bound by these terms of service (“Terms of Service”). Klockit.com ("website") is owned and operated by Primex, Inc., d/b/a Klockit (the “Company,” “we” or “us”). “You” refers to the user of or visitor to the Service.  All users are subject to and bound by the Terms of Service, regardless of how the website is accessed. 

The Company may revise and update these Terms of Service at any time upon notice to you, which you agree may be done by posting the amended terms to the Terms of Service.  Your continued use of Klockit.com after the date of any updated Terms of Service means that you accept and agree to the revised Terms of Service.  Such revised Terms of Service will apply to the use of the website after they are posted.  If you disagree with the Terms of Service (as amended from time to time) or are dissatisfied with the Terms of Service, your sole and exclusive remedy is to discontinue using the website.   

1. TERMINATION OR RESTRICTION OF ACCESS

The Company reserves the right, in its sole discretion, to terminate your access to any or all of Klockit.com or any portion thereof at any time, without notice or liability to you. Upon termination, you shall cease to use the website in its entirety.  Your permission to access or use the website immediately terminates if you fail to comply with these Terms of Service.

3. COPYRIGHT RESTRICTIONS/USE OF CONTENT

The website, including all information, materials, software, text, displays, images, video and audio on the websites and applications (collectively, the “Content”), are proprietary to the Company or its affiliates or licensors and are protected by United States and international laws regarding copyrights, trademarks, trade secrets and other proprietary rights.  You are authorized to use the Content only through the means provided by the Company and only for use related to your role as a customer of the Company. You may not copy, modify, create derivative works of, publicly display or perform, republish, store, transmit or distribute any of the Content without the prior written consent of the Company, except to: (a) store copies of the Content temporarily in RAM, (b) store files that are automatically cached by your web browser for display enhancement purposes, and (c) print a reasonable number of pages from the Service; provided in each case that you do not alter or remove any copyright or other proprietary notices included in such materials. Neither title nor any intellectual property rights to any Content or related information are transferred to you, but remain with the Company or the applicable owner of such content.  Except as expressly authorized by the Company in writing, you may not reproduce, sell or exploit for any commercial purposes (1) any part of the Service; (2) access to the Service; or (3) use of the Service.

Notwithstanding the foregoing paragraph, any reviews, comments or other materials posted by you on the website (together with Data, the “User Content”), are not considered Content for the purposes of these Terms and Conditions and you may use such User Content for your own purposes.  You grant to the Company a non-exclusive, irrevocable, perpetual, worldwide, transferable, royalty-free, sublicenseable right to use User Content in any manner or media now or later developed, for any purpose, including without limitation the rights to reproduce, publicly display, publicly perform, translate, transmit, broadcast, reproduce, modify, create derivative works, distribute, commercialize, and create derivative works from the User Content without any payment due to you, with or without your name (whether your legal name or your user name on the Service). For the avoidance of doubt, you agree that other users of the Service shall have the right to view User Content on or through the Service.  You agree that your User Content is not confidential.


You agree that User Content will not: (i) be abusive, threatening or harassing towards others; (ii) include any infringing, obscene, defamatory, libelous, offensive, or illegal content (including without limitation content which violates another person’s rights of privacy or publicity); (iii) include commercial or political solicitations or messages; or (iv) include any content designed to injure people or property (including without limitation viruses).  You may not impersonate others or be misleading as to the source of the User Content, or suggest that your User Content is sponsored or endorsed by the Company.  You may not write reviews concerning yourself, your employer, your competitors or your employer’s competitors. You represent and warrant that you have all rights necessary to post all User Content posted by you on the Site, and that such User Content is (i) true and accurate and not misleading; (ii) original and do not infringe or violate any right of any other party (including without limitation copyrights); and (iii) in compliance with the Terms of Service. 

We have no obligation to screen or review any User Content. We reserve the right, but have no obligation, to remove, edit or refuse to post User Content that are not in compliance with the Terms of Service or for any other reason as determined by the Company in our sole discretion.  We assume no responsibility and assume no liability for any User Content posted on the Site.

You may not (and may not authorize any party to): (i) co-brand the website, or (ii) frame the website or any web page related thereto without the express prior written permission of an authorized representative of the Company.  For purposes of these Terms of Service, “co-branding” means to display a name, logo, trademark or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish or distribute the Service or content accessible within the Service.  You agree to cooperate with the Company in causing any unauthorized co-branding, framing or hyperlinking immediately to cease.

You agree not to: (i) modify, revise, translate or create any derivative works of the website or any of its content; (ii) decompile, reverse engineer, disassemble or otherwise attempt to derive the source code for the Service; (iii) redistribute, sell, rent, lease, sublicense, or otherwise transfer rights to the website or any of its content; (iv) remove or alter any proprietary notices, legends, symbols or labels in the website, including, but not limited to, any trademark or copyright notices; (v) transmit a virus or other destructive mechanisms to the website or website users; (vi) interfere with the proper operation of the website; (vii) create a database by systematically downloading and storing any website content or data; (viii) use an automated search / retrieval application (e.g., a robot or spider) or device to access, scrape, data mine, or index the website or any portion of the website without our express written consent; (ix) take any action that damages the website or imposes an unreasonable or large load on the website or makes excessive traffic demands of the website; (x) attempt to gain unauthorized access to the website; (xi) use the website in any way that violates any applicable laws, rules, regulations or ordinances; (xii) use the website in any manner which restricts or inhibits anyone’s use or enjoyment of the website; or (xiii) frame or mirror the website or any content on the website.

4. TRADEMARKS AND PROPRIETARY INFORMATION

The Company name, the Company logo, all of the Company’s trademarks, including, without limitation, KLOCKIT, KLOCKIT WHOLESALE and all related names, logos, product and service names, designs and slogans are trademarks of the Company and/or its affiliates.  You may not use such marks without the prior written permission of the Company.  All other names, brands and marks are used for identification purposes only and may be the trademarks or registered trademarks of their respective owners. The Company and any party that provides trademarks, service marks, logos, and copyrighted works to the Company retain all rights with respect to any of their respective trademarks, service marks, logos, and copyrighted works appearing on the Service.  All rights are reserved.

5. DISCLAIMER

YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE AND ALL CONTENT HEREIN ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESSED OR IMPLIED. THE COMPANY DISCLAIMS ALL WARRANTIES AND CONDITIONS, INCLUDING ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT: (I) YOUR USE OF THE SERVICE WILL MEET YOUR REQUIREMENTS; (II) YOUR USE OF THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR; (III) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; OR (IV) DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICE WILL BE CORRECTED; OR (V) YOUR DATA WILL NOT BE LOST. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.  ALL ALERTS ARE PROVIDED “AS IS.” ALERTS ARE SOLELY PROVIDED AS A CONVENIENCE TO YOU.  WE DO NOT GUARANTEE THE ACCURACY OF ALERTS. DO NOT RELY ON ALERTS TO INFORM YOU OF ANY CONDITION. WE ARE NOT LIABLE FOR ANY ALERT SENT OR THE FAILURE OF AN ALERT TO BE SENT TO YOU. WE ARE NOT LIABLE FOR ANY ACTION OR INACTION YOU TAKE AS A RESULT OF AN ALERT BEING SENT OR NOT SENT.  SOME JURISDICTIONS LIMIT OR DISALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO YOU AND THESE TERMS OF USE. 

6. LIABILITY OF THE COMPANY AND ITS LICENSORS

IN NO EVENT WILL THE COMPANY OR ITS LICENSORS OR CONTRACTORS OR THIRD PARTY VENDORS BE LIABLE FOR ANY DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE SERVICE, THE CONTENT, ANY OTHER SERVICES PROVIDED, WHETHER BY THE COMPANY OR A THIRD PARTY, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, DEATH, LOST PROFITS, ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE OF GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS; OR DAMAGES RESULTING FROM DELAY, INTERRUPTION IN SERVICE, VIRUSES, DELETION OF FILES OR ELECTRONIC COMMUNICATIONS, OR ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE SERVICE OR THE CONTENT SUSTAINED BY ANY PERSON OR ENTITY, WHETHER OR NOT THERE IS NEGLIGENCE BY THE COMPANY AND WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.

IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE GREATER OF $100 OR THE AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE SERVICE GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE OCCURRENCE OF THE CLAIM OR CAUSE OR ACTION.  THE FOREGOING APPLIES TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

THE COMPANY HOLDS THE PROVISIONS OF SECTIONS 5 AND 6 THAT ARE FOR THE BENEFIT OF THIRD PARTIES IN TRUST FOR EACH OF THOSE PARTIES AS THIRD PARTY BENEFICIARIES UNDER THIS AGREEMENT.

7. INDEMNIFICATION

You agree to indemnify and hold harmless the Company and its officers, directors, employees, agents, affiliates, third party providers, licensors, contractors and others involved (collectively, the “Indemnified Parties”), from any breach of these Terms of Service by you. You agree that the Indemnified Parties will have no liability in connection with any such breach or unauthorized use, and you agree to indemnify any and all resulting losses, damages, judgments, awards, costs, expenses, and attorneys' fees or other legal expenses of the Indemnified Parties in connection therewith. You will also indemnify and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your use of the information accessed from or through the website.

8. PRIVACY; PROTECTION OF PERSONAL INFORMATION AND SECURITY

The Company’s use of your personal information and your responsibilities in connection with protecting your privacy are described in the Company’s Privacy & Security Policy, which is incorporated by reference into these Terms of Service.

Any passwords used for the Service are for individual use only. You will be responsible for the security of your password.

You are prohibited from using any services or facilities provided in connection with the website to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited. If you become involved in any violation of system security, the Company reserves the right to release your details to system administrators at other web sites in order to assist them in resolving security incidents.

The Company reserves the right to cooperate fully with any law enforcement authorities with respect to any investigations involving any attempt to compromise security or tamper with system resources or with court orders requesting or directing the Company to disclose the identity of anyone posting any messages, or publishing or otherwise making available any materials that are believed to violate these Terms of Service. BY ACCEPTING THESE TERMS OF SERVICE YOU WAIVE AND HOLD HARMLESS THE COMPANY FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER THE COMPANY OR LAW ENFORCEMENT AUTHORITIES.

9. COMMENTS AND SUBMISSIONS

To the extent you send any ideas or suggestions regarding products or services to the Company, the Company has the right to use and share any such ideas or suggestions for any purposes whatsoever, including in its products or services, without any liability or compensation to you. You understand that all information you submit is non-confidential for all purposes.

10. THIRD PARTY LINKS AND SERVICES

The website may link to or may enable you to connect with or upload data (including Data) to other web sites or services, which are not maintained by or related to the Company.  Hyperlinks and connections to such sites and services are provided as a service to users and are not sponsored by or affiliated with the Company, and the Company has not reviewed any or all of such web sites and is not responsible for the content of those web sites.  To the extent the website includes a means to directly interface with a third-party service, the Company has no obligation to encrypt any passwords, data or other information transmitted through the website to such third-party. 

You acknowledge and agree that the Company has no responsibility or liability for any actions of any third party web sites or services, nor does it have any responsibility or liability for the availability of such external services or web sites.

11. COMPLIANCE

The owner of the website is based in the State of Wisconsin, USA.  The Company makes no representation that materials available on or through the Service are appropriate or available for use in other locations.  If you access the Service from other locations, you are responsible for complying with local laws.

12. MISCELLANEOUS

These Terms of Service shall be governed in all respects by and construed in accordance with the laws of the State of Wisconsin, USA, without regard to its conflicts of law principles, and exclusive jurisdiction over any cause of action arising out of these Terms of Use Service or your use of the Service shall be in the state or federal courts located in Walworth County, Wisconsin.  You agree to submit to the jurisdiction of such courts.

These Terms of Service, as they may be amended from time to time, completely and exclusively state the agreement between you and the Company with respect to the website. To the maximum extent permitted by law, any cause of action you may have with respect to the website must be commenced within one (1) year after the claim or cause of action arises or else such claim or cause of action is barred. 

If any part of these Terms of Service is unenforceable, the unenforceable part shall be construed to reflect, as nearly as possible, the original intentions of the parties.  The other provisions of these Terms of Use Service shall remain in full force and effect.

The Company’s failure to insist upon or enforce strict performance of any provision of these Terms of Service shall not constitute a waiver of the provision.  Neither a course of dealing or conduct between you and the Company nor any trade practices shall be deemed to modify these Terms of Service.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and the Company as a result of these Terms of Service or use of the Service.

A printed version of these Terms of Service and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

13. KLOCKIT WEBSITE

You agree to comply with the additional terms, conditions and policies applicable to the KLOCKIT website at www.klockit.com.

14. COPYRIGHT

If you believe that any materials on or accessible from the website infringe your copyright, you may request removal of those materials (or access to them) from the website by submitting written notification to the Company’s Copyright Agent named below.  Such notice must include

• an electronic or physical signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; 

• identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered in a single notice, a list of such works; 

• identification of the material that is claimed to be infringing or to be the subject of infringing activity, and information reasonably sufficient to permit us to locate the material (e.g., a link on the Service where the material is located);

• information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an email address where the complaining party can be contacted; 

• a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and 

• a statement that the information in the notice is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. 

The Company’s Copyright Agent for notice of claims of copyright infringement can be reached at:

            Copyright Agent 
            Klockit
            965 Wells St
            Lake Geneva, WI 53147
            rappner@primexinc.com

Please be aware that if you knowingly materially misrepresent that material or activity on the website is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under applicable law.