2. Scope of License. Subject to your acceptance and compliance with the terms herein, Vertical Web Media grants to you ("Licensee") a non-exclusive, non-transferable, limited license ("License") to use the Subscribed Content within the membership subscription level specified in the Order for the duration of the License Term. For purposes of this License, "use" is limited to viewing, printing and creating reports based on the Subscribed Content, for internal non-commercial use only. Each License is for a minimum term of twelve consecutive (12) months, beginning on the effective date of the Order (which shall be the date of receipt of payment), unless another term is specified in the Order ("License Term"). Licensee may not cancel the License at any time during the License Term. The use of the Subscribed Content: (i) is only for the number of identified individual users identified and described in the Order ("Authorized Users"); (ii) is intended only for each Authorized User’s internal non-commercial use only. Licensee may not and may not allow the Authorized Users to disclose, provide access to or otherwise make available, distribute, display, transmit, share with, or otherwise distribute the Subscribed Content with any other persons or entities. VWM reserves the right to deny access to any and all users in excess of the number of Authorized Users specified in the Order.
4. Payment. In consideration for the License, you agree to pay Vertical Web Media the applicable fees ("License Fees") as set forth in the Order. Prices, membership levels and membership descriptions are those set forth in the Order. Membership levels and pricing are subject to change. The License Term shall automatically terminate on the expiration date and Vertical Web Media may suspend or terminate Licensee’s access and/or use of the Subscribed Content if Licensee fails to timely renew the License by paying the renewal License Fees.
5. Ownership and Use of Subscribed Content. The Subscribed Content, and any other information and Content on this portion of the Site, and any enhancements, derivative works or improvements thereto, including, but not limited to, all text, databases (in any formats), analyses, inventions, processes, reports, articles, graphics, user interfaces, software applications, video and audio files and photos, and any and all worldwide intellectual property rights embodied by, arising from or related thereto, including any and all patent rights, (including any applications, continuations, divisions, renewals, substitutes or reissue thereof), copyrights, inventions, processes, rights of publicity, trademarks, service marks, logos, slogans and trade dress, whether registered and unregistered ("Intellectual Property Rights"), are owned exclusively or licensed by Vertical Web Media. The Subscribed Content is protected worldwide by applicable intellectual property laws. You may make and use printouts of the Subscribed Content for your personal, non-commercial use only, provided that the printouts retain without any alteration all copyright, trademark, and other proprietary notices, legends or markings.
6. Warranties. Your use of this Subscribed Content is at your own risk. We strive to provide accurate and up-to-date material on this Site.. However, we make no warranties or representations as to the accuracy, completeness or timeliness of the Subscribed Content. Subscribed Content may become inaccurate as a result of developments after its publication on this Site. Vertical Web Media assumes no responsibility to keep Subscription Content current or to correct inaccuracies or errors in Subscription Content. The Site and the content are provided on an "as is" basis. TO THE FULLEST EXTENT PERMITTED BY LAW, VERTICAL WEB MEDIA, ITS AGENTS, ITS AFFILIATES, SUBSIDIARIES, ASSIGNS, LICENSORS, FRANCHISEES AND ITS VENDORS, DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE. Vertical Web Media makes no warranty as to the reliability, accuracy, timeliness, usefulness, adequacy, completeness or suitability of the Site. Vertical Web Media cannot and does not warrant against human and machine errors, omissions, delays, interruptions or losses, including loss of data. Vertical Web Media cannot and does not guarantee or warrant that files available for downloading from this Site will be free of infection by viruses, worms, Trojan horses, or other codes that manifest disabling, contaminating or destructive properties. Vertical Web Media cannot and does not guarantee or warrant that any content you post on the Site will remain on the Site. Vertical Web Media does not warrant or guarantee that the functions or services performed on the Site will be uninterrupted or error-free or that defects in the Site will be corrected.
7. Limitation of Liability. VERTICAL WEB MEDIA’S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH VERTICAL WEB MEDIA IS TO DISCONTINUE YOUR USE OF THE SITE AND THE SUBSCRIBED CONTENT. VERTICAL WEB MEDIA, ITS AGENTS, ITS AFFILIATES, SUBSIDIARIES, ASSIGNS, LICENSORS, FRANCHISEES AND ITS VENDORS SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGE ARISING FROM YOUR USE OF THE SITE OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SITE OR THE SUBSCRIBED CONTENT. THESE EXCLUSIONS FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF VERTICAL WEB MEDIA HAD BEEN ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, VERTICAL WEB MEDIA’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.