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Terms of Use
1. ACCEPTANCE OF TERMS OF USE FOR THIS WEBSITE
1.1 YOU MUST READ THESE LIPPERT BROS., INC. WEBSITE TERMS OF USE ("TERMS") CAREFULLY. LIPPERT BROS., INC.
PROVIDES THIS WEBSITE TO YOU, YOUR EMPLOYEES, AGENTS, AND CONTRACTORS, AND ANY OTHER ENTITY ON WHOSE BEHALF
YOU ACCEPT THESE TERMS (COLLECTIVELY "YOU"), SUBJECT TO THESE TERMS. THESE TERMS ARE ENTERED INTO BY AND
BETWEEN LIPPERT BROS., INC. AND YOU, AND YOU ACCEPT THEM BY: (a) USING THE WEBSITE IN ANY MANNER; AND/OR
(c) ACKNOWLEDGING AGREEMENT WITH THESE TERMS. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THIS
WEBSITE.
1.2 This website ("Website") includes without limitation: (a) information such as technical, contractual,
product, program, pricing, marketing, and other valuable information ("Information"); and (b) content such
as data, text, software, music, sound, photographs, graphics, video, messages, or other materials ("Content").
LIPPERT BROS., Inc. controls and operates its websites from various locations and makes no representation
that this Website is appropriate or available for use in all locations. LIPPERT BROS., Inc. products and
services may not be available in Your location, and deliverables may vary among locations. If You are using
the Website on behalf of Your employer, You represent and warrant that You are authorized to accept these
Terms on Your employer's behalf, and that Your employer agrees to indemnify You and LIPPERT BROS., Inc. for
violations of these Terms.
2. YOUR OBLIGATIONS AND CONDUCT
2.1 In consideration of Your use of the Website, You agree to: (a) provide accurate, current, and complete
information about You as may be prompted by a registration form on the Website (the "Registration Data"); (b)
maintain the security of your password and identification; (c) maintain and promptly update the Registration
Data, and any information You provide to LIPPERT BROS., Inc., to keep it accurate, current and complete; and
(d) accept all risks of unauthorized access to information and Registration Data. You have sole responsibility
for adequate protection and backup of data and/or equipment used in connection with the Website.
2.2 You are entirely responsible for all Content that You upload, post or otherwise transmit via the Website.
You agree not to upload, post or otherwise transmit via the Website Content that: (a) is inaccurate, harmful,
obscene, pornographic, defamatory, racist, violent, offensive, harassing, or otherwise objectionable to
LIPPERT BROS., Inc. or other users of the Website; (b) includes unauthorized disclosure of personal
information; (c) violates or infringes anyone's intellectual property rights; or (d) contains software viruses
or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of
any computer software or hardware or telecommunications equipment. LIPPERT BROS., Inc. reserves the right to
edit or remove Content that violates these Terms or that contains third-party commercial advertisements.
2.3 You agree that You will not use the Website to: (a) transmit spam, bulk or unsolicited communications;
(b) pretend to be LIPPERT BROS., Inc. or someone else, or spoof LIPPERT BROS., Inc.'s or someone else's
identity; (c) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the
origin of any Content transmitted through the Services; (d) misrepresent your affiliation with a person or
entity; (e) disrupt the normal flow of dialogue or otherwise act in a manner that negatively affects other
users' ability to use the Website; (f) engage in activities that would violate any fiduciary relationship,
any applicable local, state, national or international law, or any regulations having the force of law,
including but not limited to attempting to compromise the security of any networked account or site, operating
an illegal lottery or gambling operation, stalking, or making threats of harm; or (g) collect or store
personal data about other users unless specifically authorized by such users.
3. CONFIDENTIALITY OF LIPPERT BROS., INC. INFORMATION
3.1 You may obtain direct access via the Website to certain confidential information of LIPPERT BROS., Inc.
and its suppliers, including without limitation technical, contractual, product, program, pricing, marketing
and other valuable information that should reasonably be understood as confidential ("Confidential
Information"). You must hold Confidential Information in strict confidence. Title to Confidential Information
remains with LIPPERT BROS., Inc. and its suppliers.
3.2 Your obligations regarding Confidential Information expire five (5) years after the date of disclosure.
Upon termination of the Terms or LIPPERT BROS., Inc.'s written request, You must cease use of Confidential
Information and return or destroy it.
3.3 The Terms impose no obligation upon You with respect to Confidential Information that You can establish
by legally sufficient evidence: (a) You possessed prior to Your receipt from LIPPERT BROS., Inc., without an
obligation to maintain its confidentiality; (b) is or becomes generally known to the public through no act or
omission by You, or otherwise without violation of the Terms; (c) You obtained from a third party who had the
right to disclose it, without an obligation to keep such information confidential; (d) You independently
developed without the use of Confidential Information and without the participation of individuals who have
had access to it, or (e) in response to a valid order by a court or other governmental body, as otherwise
required by law, or as necessary to establish the rights of either party under these Terms and as disclosed
after prior notice to LIPPERT BROS., Inc. adequate to afford LIPPERT BROS., Inc. the opportunity to object
to the disclosure.
4. CONTENT SUBMITTED TO LIPPERT BROS., INC.
4.1 LIPPERT BROS., Inc. does not claim ownership of the Content You place on the Website and shall have no
obligation of any kind with respect to such Content. Unless otherwise stated herein, or in LIPPERT BROS.,
Inc.'s Privacy Policy, any Content You provide in connection with this Website shall be deemed to be provided
on a nonconfidential basis. LIPPERT BROS., Inc. shall be free to use or disseminate such Content on an
unrestricted basis for any purpose, and You grant LIPPERT BROS., Inc. and all other users of the Website an
irrevocable, worldwide, royalty-free, nonexclusive license to use, reproduce, modify, distribute, transmit,
display, perform, adapt, resell and publish such Content (including in digital form). You represent and
warrant that you have proper authorization for the worldwide transfer and processing among LIPPERT BROS.,
Inc., its affiliates, and third-party providers of any information that You may provide on the Website.
4.2 LIPPERT BROS., Inc. does not routinely monitor Content, but LIPPERT BROS., Inc. and its designees reserve
the right to monitor, restrict access to, edit or remove any Content that is available via the Website.
5. DELIVERY OF E-MAIL
LIPPERT BROS., Inc. will attempt to deliver all of the e-mail that is addressed to Your e-mail address on
LIPPERT BROS., Inc.'s Services. However, the nature of e-mail is such that LIPPERT BROS., Inc. cannot
guarantee delivery of such e-mail.
6. INDEMNITY
You agree to indemnify and hold LIPPERT BROS., Inc. and its subsidiaries, affiliates, shareholders, officers,
directors, agents, licensors, suppliers, alliance members, other partners, employees and representatives
harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or
arising out of Your Content, Your use of or connection to the Website (including any use by You on behalf
of Your employer), Your violation of the Terms, or Your violation of any rights of another.
7. NOTICES; MODIFICATION AND TERMINATION OF SERVICES; AMENDMENT OF TERMS
LIPPERT BROS., Inc. may provide notice to You via email, regular mail, or posting notices or links to
notices on the Website. LIPPERT BROS., Inc. reserves the right at any time to modify, suspend or terminate
the Services (or any part thereof), and/or Your use of or access to them, with or without notice. LIPPERT
BROS., Inc. may also delete, or bar access to or use of, all related Information and files. LIPPERT BROS.,
Inc. will not be liable to You or any third-party for any modification, suspension, or termination of the
Services, or loss of related information. LIPPERT BROS., Inc. may amend these Terms at any time by posting
the amended terms on this Website.
8. ADVERTISEMENTS AND PROMOTIONS
LIPPERT BROS., Inc. runs advertisements and promotions from third parties on the Website. Your correspondence
or business dealings with, or participation in promotions of, advertisers other than LIPPERT BROS., Inc. found
on or through the Website, including payment and delivery of related goods or services, and any other terms,
conditions, warranties or representations associated with such dealings, are solely between You and such
advertiser. LIPPERT BROS., Inc. is not responsible or liable for any loss or damage of any sort incurred as
the result of any such dealings or as the result of the presence of such non-LIPPERT BROS., Inc. advertisers
on the Website.
9. CONTENT PROVIDED VIA LINKS
9.1 You may find links to other Internet sites or resources on the Website. You acknowledge and agree that
LIPPERT BROS., Inc. is not responsible for the availability of such external sites or resources, and does
not endorse and is not responsible or liable for any content, advertising, products, or other materials on
or available from such sites or resources. LIPPERT BROS., Inc. will not be responsible or liable, directly
or indirectly, for any actual or alleged damage or loss caused by or in connection with use of or reliance
on any such content, goods or services available on or through any such site or resource.
10. INTELLECTUAL PROPERTY RIGHTS
10.1 Except as expressly authorized by LIPPERT BROS., Inc. or by Content providers, You agree not to
reproduce, modify, rent, lease, loan, sell, distribute, mirror, frame, republish, download, transmit, or
create derivative works of the Content of others, in whole or in part, by any means. You must not modify,
decompile, or reverse engineer any software LIPPERT BROS., Inc. discloses to You, and You must not remove
or modify any copyright or trademark notice, or other notice of ownership.
10.2 Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license
to intellectual property rights, whether by estoppel, implication, or otherwise. Permission is granted to
display, copy, distribute and download Content owned by LIPPERT BROS., Inc. on this Website provided that:
(a) the copyright notice pertaining to the Content remains, and a permission notice (e.g., "Used with
permission") is added to such Content; (b) the use of such Content is solely for personal and non-commercial
use; (c) such Content will not be copied or posted on any networked computer or published in any medium,
except as explicitly permitted by valid permission or license covering such materials; and (d) no modifications
are made to such Content. This permission terminates automatically without notice if You breach any of the
terms or conditions in this Section 10.4. Upon termination, You must immediately destroy any downloaded
and/or printed Content.
11. DISCLAIMER OF WARRANTIES
11.1 YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK UNLESS OTHERWISE EXPLICITLY STATED. THE WEBSITE, INCLUDING
THE INFORMATION, SERVICES AND CONTENT (AS DEFINED IN SECTION 1.2) IS PROVIDED ON AN "AS IS" "AS AVAILABLE"
AND "WITH ALL FAULTS" BASIS. LIPPERT BROS., INC. DISCLAIMS ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS,
AND WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, SATISFACTORY
QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. LIPPERT BROS., INC. MAKES NO REPRESENTATIONS,
WARRANTIES, CONDITIONS OR GUARANTEES AS TO THE USEFULNESS QUALITY, SUITABILITY, TRUTH, ACCURACY OR
COMPLETENESS OF THE WEBSITE.
11.2 LIPPERT BROS., INC. MAKES NO WARRANTY OR REPRESENTATION THAT: (a) THE WEBSITE WILL BE UNINTERRUPTED,
TIMELY, SECURE, OR ERROR-FREE; (b) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE WILL BE
ACCURATE OR RELIABLE; (c) THE QUALITY OF ANY PRODUCTS, SERVICES, CONTENT, INFORMATION, OR OTHER MATERIAL
PURCHASED OR OBTAINED FROM THE WEBSITE WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; OR (d) ANY ERRORS IN
THE WEBSITE WILL BE CORRECTED.
11.3 YOU ASSUME ALL RISK FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM OBTAINING
ANY CONTENT FROM THE WEBSITE, INCLUDING ANY DAMAGES RESULTING FROM COMPUTER VIRUSES.
12. LIMITATION OF LIABILITY
12.1 TO THE FULL EXTENT PERMITTED BY LAW, LIPPERT BROS., INC. IS NOT LIABLE FOR ANY DIRECT, INDIRECT,
PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS
OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC
ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE, EVEN IF LIPPERT BROS., INC. HAS PREVIOUSLY
BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE,
WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION DAMAGES DUE
TO: (a) THE USE OF OR THE INABILITY TO USE THE WEBSITE; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND
SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED, OR MESSAGES RECEIVED
OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE WEBSITE; (c) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON
THE WEBSITE, INCLUDING WITHOUT LIMITATION UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA,
MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS; OR (d) CONTENT OR INFORMATION YOU MAY
DOWNLOAD, USE, MODIFY OR DISTRIBUTE.
12.2 TO THE EXTENT THAT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL
OR CONSEQUENTIAL DAMAGES, PORTIONS OF THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY.
13. LIPPERT BROS., INC.'S PRIVACY POLICY
You consent to the collection, processing and storage by LIPPERT BROS., Inc. of Your personal information
in accordance with the terms of LIPPERT BROS., Inc.'s Privacy Policy, which is available at
http://www.LIPPERTBROS.com/privacy-policy.html. You agree to comply with all applicable laws and regulations,
and the terms of LIPPERT BROS., Inc.'s Privacy Policy, with respect to any access, use and/or submission by
You of any personal information in connection with this Website.
14. GENERAL TERMS
14.1 The Terms constitute the entire agreement between You and LIPPERT BROS., Inc. relating to their subject
matter, and cancel and supersede any prior versions of the Terms. No modification to the Terms will be binding,
unless in writing and signed by an authorized LIPPERT BROS., Inc. representative. You must not assign or
otherwise transfer the Terms or any right granted hereunder. You also may be subject to additional terms and
conditions that may apply when You use LIPPERT BROS., Inc. or third-party products or services.
14.2 You agree that any material breach of Sections 2, 3, 4, 6, and 10 of the Terms will result in irreparable
harm to LIPPERT BROS., Inc. for which damages would be an inadequate remedy and, therefore, in addition to
its rights and remedies otherwise available at law, LIPPERT BROS., Inc. will be entitled to equitable relief,
including both a preliminary and permanent injunction, if such a breach occurs. You waive any requirement for
the posting of a bond or other security if LIPPERT BROS., Inc. seeks such an injunction.
14.3 Oklahoma law and controlling U.S. federal law govern any action related to the Terms and/or Your use of
the Website. Choice of law rules of any jurisdiction and the United Nations Convention on Contracts for the
International Sale of Goods will not apply to any dispute under the Terms. You and LIPPERT BROS., Inc. agree
to submit to the personal and exclusive jurisdiction of the courts located within the county of Payne,
Oklahoma, U.S.A.
14.4 Services, Content, and product derived or obtained from this Website may be subject to the U.S. export
laws and the export or import laws of other countries. You agree to comply strictly with all such laws and,
in particular, shall: (a) obtain any export, reexport, or import authorizations required by U.S. or your
local laws; (b) not use Services, Content, or direct product from this Website to design, develop or produce
missile, chemical/biological, or nuclear weaponry; and (c) not provide Services, Content, or direct product
from this Website to prohibited countries and entities identified in the U.S. export regulations.
14.5 Rights and obligations under the Terms which by their nature should survive will remain in full effect
after termination or expiration of the Terms.
14.6 The Website may contain forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements may include statements regarding market
expectations and opportunities, expectations about financials, research and development and strategies,
statements concerning LIPPERT BROS., Inc.'s roadmaps, market share growth, and product and service
development and introduction, and our continuous evaluation of the competitiveness of our product and service
offerings. These forward-looking statements are just predictions and involve risks and uncertainties. Actual
results may differ materially from results discussed in the forward-looking statements. Factors that may cause
such a difference include risks related to adverse changes in general economic conditions, failure to reduce
costs, lack of success in technical advancements, the timely development, production and acceptance of new
products and services, and LIPPERT BROS., Inc.'s ability to compete in a highly competitive and rapidly
changing marketplace. For a detailed listing of the potential factors affecting LIPPERT BROS., Inc.'s
business and these forward-looking statements, please refer to LIPPERT BROS., Inc.'s periodic reports on
Forms 10-Q and 10-K that are filed with the Securities and Exchange Commission.
14.7 Any express waiver or failure to exercise promptly any right under the Terms will not create a
continuing waiver or any expectation of non-enforcement. If any provision of the Terms is held invalid by
any law or regulation of any government, or by any court or arbitrator, the parties agree that such provision
will be replaced with a new provision that accomplishes the original business purpose, and the other
provisions of the Terms will remain in full force and effect.
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