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Terms Of Use

Cognocys, Inc. ("Cognocys") provides access to this web site, and the materials available through the web site (collectively, the "Site") subject to the following terms of use (these "Terms"), which constitute a legal contract between You (as either an individual or a legal entity, "You") and Cognocys. By accessing or using the Site You agree to be bound by these Terms.

Access and Use of the Site
You are granted permission to access and use the Site, including permission to display, copy, and download materials contained on the Site, on a limited, nonexclusive basis solely for noncommercial informational purposes, and strictly subject to these Terms. If You are accessing the Site on behalf of a legal entity, the foregoing permission shall include officers, directors, and employees of such entity authorized by the entity in accordance with these Terms ("Authorized Users"); subject to such Authorized Users being bound by these Terms to the same extent as You.

Proprietary Rights
The materials provided on the Site are the proprietary and confidential information of Cognocys and any unauthorized use or copying of any materials on the Site is strictly prohibited. As between You and Cognocys, Cognocys shall retain all rights, title, interests, and ownership of any kind, including but not limited to, any and all intellectual property rights of every kind whatsoever, in and to the Site, and all information and materials available through the Site. Neither You nor any other user shall be deemed to obtain any rights to the Site or such materials except as expressly set forth in these Terms. If You breach any of the terms contained herein, the permission above granted automatically terminates and all use of the Site by You must cease immediately.

Limitations
You shall not in any manner (i) distribute, use or make copies of, or otherwise duplicate the materials contained on the Site, except as expressly authorized under these Terms; (ii) make the Site, or any materials contained on the Site, available to any unauthorized third party; (iii) use the Site to harvest, collect, gather or assemble information or data; (iv) create any Internet "link" to the Site, or "frame" or "mirror" the materials or services contained on, or accessible from, the Site on any other server or Internet-based device; or (v) remove, alter, amend, or otherwise tamper with any titles, trademarks, copyrights, restricted rights notices, or other proprietary rights legends, or any license agreement, included or provided in connection with the Site.

Changes to User Terms and Conditions
Cognocys reserves the right from time to time in its sole discretion to establish or modify these Terms governing Your use of the Site by posting such changes on the Site accessible by You, or as otherwise provided in these Terms. By using or accessing the Site subsequent to the posting of any change to these Terms You shall be deemed to have consented to such changes.

General Disclaimers
THE SITE IS PROVIDED BY COGNOCYS AND YOU AGREE THAT YOUR ACCESS AND USE OF THE SITE IS "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, COGNOCYS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Limitations
IN NO EVENT SHALL COGNOCYS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, WHETHER ARISING IN TORT (INCLUDING NEGLIGENCE), CONTRACT, OR ANY OTHER THEORY OF LAW, ARISING OUT OF THE USE OF OR INABILITY TO USE THE SITE, EVEN IF COGNOCYS OR ANY COGNOCYS AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Entire Agreement/Amendments
These Terms constitute the complete agreement between You and Cognocys concerning the subject matter set forth herein, and supersedes all prior or contemporaneous negotiations, agreements or representations in respect thereof. These Terms may not be amended, modified or supplemented except in writing by Cognocys posted to the Site as set forth herein above, and no other act, document, usage or custom shall be deemed to amend, modify or supplement these Terms.

Waiver
Neither party shall be deemed by any act, delay, or omission to have waived any of its rights or remedies hereunder unless such waiver is in writing and signed by the waiving party, and only to the extent specifically set forth in said writing. A waiver, failure or delay in exercising any right, power or privilege, or any single or partial exercise of any right, power or privilege, will not act to preclude any subsequent or further exercise of that or any other right, power or privilege.

Severability
If the application of any provision hereof to any particular party, facts, or circumstance shall be held by a court of competent jurisdiction to be invalid or unenforceable, then (i) such provision shall be reformed without further action by the parties to the extent strictly necessary to render such provision valid and enforceable when applied to such particular Party, facts, or circumstances; and (ii) the validity and enforceability of such provision as applied to any other particular Party, facts, or circumstances, and the validity and enforceability of all of the other provisions hereof, shall in no way be affected or impaired thereby.

Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Illinois applicable to contracts entered into and wholly performed therein, without regard to that body of law pertaining to conflicts of laws. Any suits or controversies between the Parties arising hereunder shall be adjudicated before a court of competent jurisdiction located in Kane County, Illinois. By completing the registration procedures and clicking on the "SUBMIT" button, or otherwise accessing or using the Site, You agree to be bound by the Terms of Use and to comply with all applicable laws and regulations, including U.S. export and re-export control laws and regulations.