1. THIS AGREEMENT
PLEASE REVIEW THESE TERMS OF USE BEFORE USING THE WEBSITE. This is a legal agreement (the “Agreement”) between you and Deep Water Point, LLC (the ““Company”) regarding your use of the Company’s website, including among other things the content and links thereon (collectively, the “Website”). By using the Website, you represent and warrant that you have read and understood, and agree to be bound by, this Agreement and the Company’s Privacy Policy (the “Privacy Policy”).
By using the Website, you further represent and warrant that you are 18 years old or older, and that you are otherwise legally qualified to enter into contracts under applicable law. IF YOU DO NOT UNDERSTAND THIS AGREEMENT, OR DO NOT AGREE TO BE BOUND BY IT OR THE PRIVACY POLICY, OR ARE NOT LEGALLY QUALIFIED TO ENTER INTO CONTRACTS, YOU MUST IMMEDIATELY LEAVE THE WEBSITE.
Use, duplication, or disclosure of this Website by the United States Government is subject to the restrictions set forth in DFARS 252.227-7013 (c)(1)(ii) and FAR 52.227-19.
2. CHANGES
The Company may, at any time and without further notice, revise this Agreement or the Privacy Policy by posting an amended version on the Website. Any changes will be effective immediately upon posting. It is your responsibility to review this Agreement and the Privacy Policy periodically. IF AT ANY TIME YOU FIND EITHER UNACCEPTABLE, YOU MUST IMMEDIATELY LEAVE THE WEBSITE. Unless the Company obtains your consent, any revised Privacy Policy will apply only to information collected by the Company after such time as the revised Privacy Policy takes effect.
The Company also may, at any time and without notice, modify or discontinue the Website. You agree that the Company shall have no obligation of any sort in connection with any modification or discontinuance of the Website.
3. INFORMATIONAL PURPOSES ONLY
The Company hereby grants you a nonexclusive license to download and display the Website, and to reproduce the content located thereon, in each case solely for your personal use. The content on the Website includes descriptions, articles, publicity materials, opinions, news accounts, etc. The Company does not warrant any of this content to be accurate or complete.
You may download, view, copy, and print documents and graphics incorporated in these documents (the “Documents”) from the Website subject to the following: (a) the Documents may be used solely for personal, informational, non-commercial purposes; and (b) the Documents may not be modified or altered in any way. Except where your use constitutes “fair use” under copyright law, you may not otherwise use, download, upload, copy, print, display, perform, reproduce, publish, license, post, transmit, or distribute any information from this Website in whole or in part without the express written authorization of the Company.
The Website is an information starting point only. The Website does not provide or replace individualized consultation. The Website may include information that is out-of-date, location-specific, incomplete or applicable only based on a specific set of facts and this may not apply to your situation. Use of the Website does not create a legal relationship between you and the Company.
4. PROHIBITED USES
You represent and warrant that you will not use the Website to:
a. Upload or transmit content that violates the privacy, intellectual property or other proprietary rights of any third party;
b. Transmit viruses, Trojan horses, worms, malicious code or other harmful or destructive content;
c. Violate this Agreement, the Privacy Policy or any applicable law or regulation, including without limitation laws designed to regulate unsolicited email or other electronic advertising;
d. Harm the goodwill or standing of the Company or any of its clients, Directors, staff, partners, agents, contractors or representatives;
e. Attempt to probe, scan, test or violate the security features of the Website or of any associated system or network, or to obtain unauthorized access to materials or other information stored thereon;
f. Attempt to interfere with the use of the Website by any other user.
The Company reserves the right to cooperate fully in any investigation by law enforcement officials of any violation of this Agreement.
5. THIRD-PARTY WEBSITES
The Website may contain links to websites operated by third parties (“Third-Party Websites”). The Company does not have control over Third-Party Websites, each of which may be governed by its own terms of service and privacy policy. The Company has not reviewed, and cannot review, Third-Party Websites, and therefore does not warrant or endorse any Third-Party Website or the content appearing thereon. By visiting or using Third-Party Websites, you assume all responsibility and liability for all resulting harms, whether to you or to any third party, including without limitation as resulting from your downloading or use of any content, software or other materials.
Direct your concerns regarding Third-Party Websites to that website’s administrator or webmaster.
6. INTELLECTUAL PROPERTY
The content located on the Website is the copyrighted property of the Company or its licensors. Similarly, the “Deep Water Point” name, the “deepwaterpoint.com” domain name, and all other names and logos used by the Company in connection with the offering of Deep Water Point, LLC services (“Properties”) are the trademarks and service marks, or registered trademarks or registered service marks, of the Company or its licensors. Except as explicitly permitted, neither your use of the Website nor this Agreement grants you any right, title or interest in or to the Company and its licensors’ copyrights, trademarks and service marks. ALL RIGHTS RESERVED.
Unless the Company gives you written permission, you may not copy, sell, trade, use or allow others to use these Properties. Address your questions concerning using these Properties to:
Deep Water Point, LLC
8300 Greensboro Drive, Suite 800,
McLean, VA 22102
If you believe that material located on or linked to by the Website infringes one or more of your copyrights, please immediately notify Deep Water Point, LLC in sufficient detail to permit the Company to find and positively identify that material. Such detail may include:
- A description of the intellectual property that you believe was infringed (“Infringed Property”) and where the Infringed Property is located on the Website;
- Your address, a telephone number, and an e-mail address where the Company can contact you;
- A statement that you have a good-faith belief that the infringing use is not authorized by the Infringed Property owner, by its agent, or by law;
- A statement, under penalty of perjury, that the information in your notice is accurate and that you are the Infringed Property owner or are authorized to act on their behalf; and
- Your electronic or physical signature.
The Company may request additional information before removing any Content.
7. DISCLAIMER OF WARRANTIES
DEEP WATER POINT, LLC HEREBY DISCLAIMS ALL WARRANTIES. THE WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE WEBSITE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. OPERATION OF THE WEBSITE MAY NOT BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME ALL RESPONSIBILITY AND LIABILITY FOR ALL HARMS, WHETHER TO YOU OR TO ANY THIRD PARTY, ARISING OR RESULTING FROM YOUR USE OF THE WEBSITE, INCLUDING WITHOUT LIMITATION AS RELATE TO ANY DAMAGE TO YOUR SYSTEMS OR DATA.
8. LIMITATION OF LIABILITY
THE LIABILITY OF DEEP WATER POINT, LLC IS LIMITED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, REGARDLESS OF ANY ADVICE OR NOTICE GIVEN TO DEEP WATER POINT, LLC, ARISING OUT OF OR RELATING TO YOUR USE OF THE WEBSITE. ADDITIONALLY, THE MAXIMUM LIABILITY OF DEEP WATER POINT, LLC UNDER ALL CIRCUMSTANCES WILL BE THE AMOUNT PAID BY YOU TO THE COMPANY IN CONSIDERATION OF YOUR USE OF THE WEBSITE OR $100, WHICHEVER IS LESS. YOU AGREE THAT THIS LIMITATION OF LIABILITY REPRESENTS A REASONABLE ALLOCATION OF RISK AND IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE COMPANY AND YOU. THE WEBSITE WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.
9. INDEMNITY
You agree to defend, indemnify and hold harmless the Company and its Directors, staff, partners, agents, contractors and representatives (the “Company Parties”) from and against all claims, losses, costs, damages, liabilities, and expenses (including without limitation attorneys’ fees) arising out of or relating to: (i) your use of the Website; (ii) any violation by you of this Agreement; or (iii) your submission to the Company by means of the Website of incomplete, inaccurate or untimely information or other data. The Company Parties shall have the right, but not the obligation, to participate through counsel of their choice in any defense by you under this Section.
10. TERMINATION
In the event of a breach by you, all licenses granted to you hereunder shall automatically terminate. Any termination of this Agreement terminates all of your rights to use the Website, including your license to the content located thereon.
Without limiting any other provision of this Agreement, the Company reserves the right to, in its sole discretion and without notice or liability, deny use of the Website to any person for any reason or no reason at all.
11. CHOICE OF LAW; JURISDICTION AND VENUE
This Website is controlled, operated and administered by the Company from its offices within the United States of America. The Company makes no representation that materials at this Website are appropriate or available for use at other locations outside of the United States and access to them from territories where their contents are illegal is prohibited. If you access this Website from a location outside of the United States, you are responsible for compliance with all local laws.
This Agreement shall be interpreted and enforced as though executed in Fairfax County, Commonwealth of Virginia, United States of America, and shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia without regard to its conflict of law principles. THE PROPER VENUE FOR ANY JUDICIAL ACTION ARISING OUT OF OR RELATING TO THE WEBSITE OR THIS AGREEMENT WILL BE THE STATE AND FEDERAL COURTS LOCATED IN FAIRFAX COUNTY, COMMONWEALTH OF VIRGINIA. THE PARTIES HEREBY STIPULATE TO, AND AGREE TO WAIVE ANY OBJECTION TO, THE PERSONAL JURISDICTION AND VENUE OF SUCH COURTS, AND FURTHER EXPRESSLY SUBMIT TO EXTRATERRITORIAL SERVICE OF PROCESS.
12. ENTIRE AGREEMENT; AMENDMENT
This Agreement constitutes the entire agreement between the Company and you concerning your use of the Website. This Agreement may only be modified as stated in Section 2, above.
13. SEVERABILITY; WAIVER
If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
14. ASSIGNMENT
This Agreement and all of your rights and obligations hereunder will not be assignable or transferable by you. Notwithstanding the foregoing, this Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
15. RELATIONSHIP
Without limiting any other provision of this Agreement, this Agreement creates no agency, partnership, joint venture or employee-employer relationship between you and the Company.
