Terms and Conditions
The following terms and conditions (this “Agreement”) govern your (“your” or “you”) “use” of the website at cadaro.com (the “Website”), operated by M&S Flowmatics Incorporated (“CADARO”, “we”, “our”, or “us”), and the content, data, and materials available or generated on the Website (“Content”), provided by CADARO:
BY USING AND/OR ACCESSING THE WEBSITE OR CONTENT, YOU EXPRESSLY AGREE TO AND CONSENT TO BE BOUND BY ALL OF THESE TERMS AND CONDITIONS.
IF YOU DO NOT AGREE TO ALL OF THESE TERMS AND CONDITIONS, YOU MAY NOT USE, ACCESS, OR DOWNLOAD THE WEBSITE OR CONTENT. Should you object to any term or condition, or any subsequent modifications or become dissatisfied with the Content and/or Websitein any way, your only recourse is to immediately discontinue use of the Content and/or Website. CADARO has the right, but is not obligated, to strictly enforce any term or condition through self-help, active investigation, litigation, and prosecution.
1. Limited License
Subject to compliance with these terms and conditions, you are granted a nonexclusive, nontransferable, limited license to download, access, and use the Website or Content, as made available to you, for so long as you comply with these terms and conditions.
This license is not a sale of the Content or Website. You acquire no proprietary interest in the Content or Website. Only individuals authorized by CADARO may download, access, and/or use the Content and/or Website.
You agree not to download, copy, or use the Content and/or Website except as expressly permitted by these terms and conditions. You shall not transfer, sublicense, rent, lease, or lend the Content and/or Website to any third party. You shall not modify, reverse engineer, create derivate works, disassemble, or decompile the Content and/or Website without the express, written permission of CADARO.
You may not use any direct link, page scraper, robot, crawler, index, spider or other automatic device program, algorithm or methodology to access, copy, acquire information or use the Content and/or Website.
The Content and/or Website may incorporate third-party software. These software programs are property of their respective owners. By using the Content and/or Website, you consent to the terms of use and license terms of these third-parties.
2. Updates
CADARO may from time to time, but is not obligated to, issue updates, modifications, or upgrades to the Content and/or Website, and may do so with automatic electronic updates. You consent to such automatic updates and agree that these terms and conditions apply to such updates.
3. Incorporation of Other Documents
The CADARO Privacy Policyis incorporated into these terms and conditions as if set forth fully herein. Your use of the Content and Website are subject to these additional terms. Other provisions that govern your use of the Content and Website may be set forth in other documents, terms, conditions, and policies, all of which are incorporated by reference into these general terms and conditions, including, but not limited to, cookies policy/notice, and passwords.
4. User Name and Password
You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password.
You must keep your account information up-to-date and accurate at all times, including a valid email address.
5. User Representations and Warranties
By accessing, downloading, or using the Website or Content, you represent and warrant to CADARO that (i) you are over the age of eighteen (18) and have the power and authority to enter into and perform your obligations under these terms and conditions; (ii) you shall comply with all terms and conditions set forth herein; and (iii) any personal information you have provided to us, including, but not limited to, your legal name, address, email address, and telephone number, is accurate and complete.
6. Intellectual Property Rights
© 2023 M&S Flowmatics Incorporated. All rights reserved. All right, title, and interest, including all patents, copyrights, trademarks, trade secrets, and confidential information and other intellectual property rights (the “Rights”), in the Website and Content (in both print and machine-readable forms) belong to CADARO. You shall not in any manner violate or attempt to impair the Rights of CADARO in the Website or Content. Unless otherwise noted, other CADARO graphics, logos, designs, page headers, button icons, scripts, and names may be registered trademarks, trademarks, or trade dress of CADARO in the U.S. and/or other countries. CADARO’S trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names or email addresses, in connection with any product or service in any manner that is likely to cause confusion.
You understand and acknowledge that the Content and Website contain trade secrets and confidential information developed or obtained by CADARO by the investment of significant time, effort, and expense, and that the trade secrets and confidential information are a valuable, special, and unique asset of CADARO which provide CADARO with a significant competitive advantage, and need to be protected from disclosure of any type or manner. You agree to not disclose, modify, copy, or transfer the trade secrets and confidential information without first obtaining CADARO’S written consent.
You agree that any breach of these terms and conditions would cause CADARO irreparable harm for which money damages alone would be inadequate. In addition to damages and any other remedies to which CADARO may be entitled, you agree that CADARO may seek injunctive relief to prevent the actual, threatened or continued breach of this agreement. Any breach of these terms and conditions shall result in immediate termination of the license provided for herein.
7. External Links and Trademarks
The Website may contain links to external third-party websites. By providing links to other sites, CADARO does not guarantee, approve, or endorse the information or product available at these sites, nor does a link or advertising indicate any association with, or endorsement by, the linked site to CADARO.
Third parties may have trademarks that are shown on the Website. These trademarks are property of their respective owners. You acquire no rights in such content.
8. Termination
CADARO reserves the right to terminate this Agreement at any time and for any reason including, but not limited to, breach or suspected breach of any of these terms and conditions or any other agreements, documents, terms, conditions, and policies are incorporated herein. Upon termination by CADARO, you must immediately cease using the Content and Website. You may also terminate this Agreement at any time by ceasing use of the Content and/or Website. CADARO may also suspend or discontinue the Content and/or Websitewithout notice.
The following Sections shall survive termination of this Agreement: paragraphs 2-5 of Section 1, 3, 5-7, and 9-17.
Notwithstanding CADARO’s termination rights, CADARO may also establish limits concerning use of the Content and/or Website, and the frequency with which you may access the Content and/or Website.
9. DISCLAIMER OF WARRANTIES
THE CONTENT AND WEBSITE ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND CADARO HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE CONTENT AND WEBSITE, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. CADARO DOES NOT WARRANT THAT THE OPERATION OF THE CONTENT OR WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR COMPLETELY COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE. CADARO SHALL NOT BE LIABLE FOR ERRORS, OMISSIONS, VIRUSES, DELAYS, OR INTERRUPTIONS IN THE CONTENT AND/OR WEBSITE CAUSED BY ANY REASON, INCLUDING NEGLIGENCE OR FAILURE TO ACT OF CADARO. YOU HEREBY ACKNOWLEDGE THAT THE CONTENT AND/OR WEBSITE MAY BECOME UNAVAILABLE DUE TO ANY NUMBER OF FACTORS INCLUDING, BUT NOT LIMITED TO, PERIODIC SYSTEM MAINTENANCE, SCHEDULED OR UNSCHEDULED, ACTS OF GOD, TECHNICAL FAILURE OF THE WEBSITE, OR DELAY OR DISRUPTION ATTRIBUTABLE TO VIRUSES, DENIAL OF SERVICE ATTACKS, OR ANY OTHER CAUSE REASONABLY BEYOND THE CONTROL OF CADARO.
CADARO ATTEMPTS TO BE AS ACCURATE AS POSSIBLE AND TO ELIMINATE ERRORS ON THE WEBSITE AND CONTENT; HOWEVER, CADARO DOES NOT WARRANT THAT ANY CONTENT DESCRIPTION, PHOTOGRAPH, OR OTHER INFORMATION IS ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
10. LIMITATION OF LIABILITY
YOU ASSUME ALL LIABILITY FOR ANY DAMAGE OF ANY KIND WHICH MAY RESULT FROM USE OR MISUSE OF THE CONTENT AND/OR WEBSITE BY ANY EMPLOYEES, PERSONS, THIRD-PARTIES, OR AGENTS, INCLUDING THOSE UNKNOWN TO CADARO OR YOU.
IN NO EVENT SHALL CADARO AND (AS APPLICABLE) CADARO’S SUBSIDIARIES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, OR SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, ATTORNEYS FEES, OR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES. THIS LIABILITY LIMIT APPLIES EVEN IF CADARO OR A THIRD-PARTY ACTED NEGLIGENTLY.
11. INDEMNITY
YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD CADARO AND (AS APPLICABLE) CADARO’S SUBSIDIARIES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AND SUPPLIERS, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS’ FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF: (A) YOUR USE OF THE CONTENT AND/OR WEBSITE; (B) BREACH OF THESE TERMS AND CONDITIONS OR THE DOCUMENTS IT INCORPORATES BY REFERENCE; (C) CONTENT AND/OR WEBSITE MISUSE; (D) YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY; OR (E) YOUR CONDUCT IN CONNECTION WITH THE CONTENT AND/OR WEBSITE.
12. ARBITRATION
EXCEPT AS LIMITED HEREIN, USERS OF THE CONTENT AND/OR WEBSITE WAIVE ALL RIGHTS TO TRIAL IN ANY ACTION OR PROCEEDING INSTITUTED IN CONNECTION WITH THESE TERMS AND CONDITIONS, INCLUDING, WITHOUT LIMITATION, THE CADARO PRIVACY POLICY. ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THESE TERMS AND CONDITIONS AND/OR THE CADARO PRIVACY POLICYSHALL BE SETTLED BY BINDING ARBITRATION IN ACCORDANCE WITH THE COMMERCIAL ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. ANY SUCH CONTROVERSY OR CLAIM SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND SHALL NOT BE CONSOLIDATED IN ANY ARBITRATION WITH ANY CLAIM OR CONTROVERSY OF ANY OTHER PARTY. THE ARBITRATION SHALL BE CONDUCTED IN THE STATE OF TEXAS, IN THE CITY OF AMARILLO IN ACCORDANCE WITH TEXAS LAW. THIS ARBITRATION PROVISION DOES NOT PROHIBIT OR OTHERWISE LIMIT CADARO FROM SEEKING TEMPORARY OR PERMANENT INJUNCTIVE RELIEF IN POTTER COUNTY, TEXAS FOR ANY ALLEGED IRREPARABLE HARM CAUSED BY YOUR VIOLATION OF THESE TERMS AND CONDITIONS, INCLUDING BUT NOT LIMITED TO MISUSE OF CADARO’S INTELLECTUAL PROPERTY.
13. GOVERNING LAW AND VENUE
THESE TERMS AND CONDITIONS ARE DEEMED TO BE MADE AND EXECUTED IN POTTER COUNTY, TEXAS, AND SHALL BE GOVERNED BY, CONSTRUED, AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, EXCLUSIVE OF CONFLICTS OF LAWS PROVISIONS.
THE EXCLUSIVE FORUM FOR ANY SUITS, CLAIMS, OR CAUSES OF ACTION ARISING DIRECTLY OR INDIRECTLY FROM THESE TERMS AND CONDITIONS SHALL BE A COURT HAVING COMPETENT JURISDICTION IN POTTER COUNTY, TEXAS, AND THE PARTIES HEREBY CONSENT TO JURISDICTION FOR SUCH PURPOSES.
14. No Waiver
The failure of CADARO to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time.
15. No Assignment
These terms and conditions may not be assigned or transferred by you. CADARO reserves the right to freely assign its rights and/or obligations under these terms and conditions in the sole and absolute discretion of CADARO.
16. Severability
If any provision of these terms and conditions shall be deemed unlawful or unenforceable, then that provision shall be deemed severable from these terms and conditions, and such severed provision shall not affect the validity and enforceability of the remaining provisions.
17. Changes To These Terms
These terms and conditions may be changed by CADARO immediately without notice. Continued use of the Website and/or Content following any change constitutes acceptance of the change.