Terms of Use

1. Agreement to Terms. PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY. THEY GOVERN YOUR ACCESS AND USE OF THIS WEBSITE. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU MAY NOT USE THIS WEBSITE. The materials on Numerix’s website (the "Website") including, but not limited to, all text, images, audio clips, video clips, software, graphics, case studies, white papers, press releases, designs, overall appearance of this Website, and all written and other materials that appear on this Website (collectively, the "Content") are provided by Numerix for informational purposes only. By accessing or using this Website, you agree to be bound by the following terms and conditions concerning your use of this Website (“Terms”) including Numerix’s Privacy Policy which is a part of these Terms. Numerix has the right to revise these Terms at any time without notice to you by updating these Terns. You are responsible for regularly reviewing these Terms. Your continued use of this Website following any changes to the Terms shall constitute your acceptance of such changes. You may terminate these Terms by not using the Website if you do not agree with any such changes. Use of the Website will constitute your signature to these Terms and evidence that you have read, understand, accept, and agree to the terms of the Agreement. You may print a copy of these Terms for your records. For purposes of these Terms, “Numerix” shall refer to Numerix LLC and its affiliates.

2. General Use. Except as expressly provided herein, you may not use, download, upload, copy, print, display, perform, reproduce, publish, license, post, create derivative works from, transmit, or distribute any Content from this Website in whole or in part without the express prior written permission of Numerix. Any unauthorized use of any Content or this Website may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. Any rights not expressly granted herein are reserved by Numerix. You may not "mirror" any Content without Numerix's prior express written permission.

3. Right to Change. Numerix reserves the right to change, suspend, or discontinue any aspects of, the Content or Website at any time without prior notice to you. Numerix has no obligation to updated the Content, except as required to do so under applicable law.

4. Copyright. All Content is the copyright, trademark, trade dress, or other intellectual property owned, controlled, or licensed by Numerix, is the property of their respective owners, and is protected by U.S. and international intellectual property laws and conventions, including but not limited to copyright.

5. Trademark. The NUMERIX logo is a trademark of Numerix, which is registered in the United State and other countries. Other Numerix product or service names or logos referenced in this Website are trademarks or registered trademarks of Numerix. All other products, services, and company names mentioned in the Website may be trademarks of their respective owners. Not all of the logos, trademarks or tradenames of Numerix are used on this Website, nor all of those logos, trademarks, or tradenames licensed to Numerix by third parties. The absence of a product or service name or logo from this list does not constitute a waiver of the trademark or other intellectual property rights of Numerix concerning that name or logo. You may not use any trademark displayed on the Website or Content without the express prior written permission of Numerix or the relevant owner of the trademark.

6. Website Links. This Website may contain links to other websites controlled by parties other than Numerix. Numerix has no control over any such other websites, the contents therein or the products/services offered. The existence of any such links shall not constitute an endorsement, representation or warranty by Numerix of such websites, their contents, nor the products or services offered therein. Numerix disclaims responsibility for the privacy policies and customer information practices of third-party websites linked to this Website. Creating or maintaining any link from another website to this Website is prohibited. Running or displaying this Website or any Content in frames or through similar means on another website is prohibited.

7. Termination. Numerix may terminate these Terms and your access to and use of the Website, or any portion thereof, immediately, in its sole discretion, at any time without cause. You may also terminate your own use of the Website by not using the Website. Upon the termination of your use of this Website, whether termination is by Numerix or according to your own discretion, you must promptly remove, delete, or destroy, all Content downloaded or otherwise obtained from the Website, as well as all copies of such materials, whether made under the terms of these Terms or otherwise.

8. Disclaimer. Numerix cannot guarantee that the Content will be accurate or up-to-date. From time to time, Numerix may make suggestions or recommendations of certain products or services, however, Numerix make no guarantee as to satisfaction for our suggestions or recommendations or that the suggested or recommended products or services will meet your expectations. EXCEPT TO THE EXTENT EXPRESSLY PROVIDED OTHERWISE BY NUMERIX IN THESE TERMS OR TO THE EXTENT THAT THESE DISCLAIMERS ARE HELD TO BE LEGALLY INVALID, THE WEBSITE AND THE CONTENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NUMERIX HEREBY DISCLAIMS ALL EXPRESS AND IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ACCURACY. NUMERIX MAKES NO REPRESENTATIONS, WARRANTIES, GUARANTIES, OR CONDITIONS AS TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF ANY OF THIS WEBSITE OR THE CONTENT. USE OF THE WEBSITE AND THE CONTENT IS AT YOUR SOLE RISK.

9. Limitation of Liability. NEITHER NUMERIX NOR ITS SUPPLIERS, LICENSORS, PROVIDERS, OFFICERS, DIRECTORS, AGENTS, OR EMPLOYEES, (COLLECTIVELY THE “EXCLUDED PARTIES”) SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, ARISING OUT OF OR RELATING TO THESE TERMS OR RESULTING FROM THE USE OF OR THE INABILITY TO USE THE WEBSITE OR THE CONTENT, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, USE, DATA, OR OTHER INTANGIBLE DAMAGES, EVEN IF SUCH EXCLUDED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF, OR OTHERWISE COULD HAVE FORESEEN, SUCH DAMAGES.

10. Indemnity. You shall defend, indemnify, and hold harmless, Numerix, its suppliers, licensors, providers, officers, directors, agents and employees from and against any and all claims, liabilities, damages, losses, or expenses, including reasonable attorneys' fees and costs, arising out of or in any way related with your access to, or use of, the Website or the Content, your breach of any provision of these Terms, or User Generated Content (as defined below). Numerix reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you or users of your account under this section. You will cooperate as fully as reasonably required in the defense of any such claim.

11. Intended for Users Over 13. This Website and the Content are intended for use by individuals 13 years of age or older and is not directed for use by children under the age of 13. Users under the age of 13 should get the assistance of a parent or guardian to use this Website. No one under the age 13 is allowed to provide any personal information or use this Website’s Community Areas (as defined below).

12. Submissions. Numerix welcomes your comments and feedback regarding this Website. However, Numerix does not want, and cannot accept, any ideas, materials, or suggestions, you consider to be confidential or proprietary. Accordingly, all comments, feedback, ideas, suggestions and other similar submissions disclosed, submitted, or offered to us using this Website or otherwise are not confidential and will become and remain our property.

13. User Generated Content - Generally. Certain areas of the Website permit you to upload, post, or publish content (“User Generated Content”). Such areas may include, but are not limited to, chat rooms and message boards (collectively, “Community Areas”). You understand that when using Community Areas you will be exposed to other users’ User Generated Content. Numerix is not responsible for the accuracy, usefulness, timeliness, accuracy, efficacy, veracity, or safety of such other users’ User Generated Content. You further understand and acknowledge that you may be exposed to other users’ User Generated Content that are inaccurate, offensive, indecent, or objectionable. Numerix assumes no responsibility for actively monitoring Community Areas for inappropriate User Generated Content. Numerix reserves the right to remove or edit User Generated Content at any time and for any reason. If at any time Numerix chooses, in its sole discretion, to monitor Community Areas or edit User Generated Content, Numerix nonetheless assumes no responsibility for the User Generated Content, no obligation to modify or remove any inappropriate User Generated Content, and no responsibility for the conduct of any user submitting User Generated Content.

14. User Generated Content - Community Area Conduct. You shall not upload, post, or publish any User Generated Content:

  • that is known by you to be false, inaccurate, or misleading;
  • that infringes any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
  • that violates any law, statute, ordinance, or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination, or false advertising);
  • that is or may reasonably be considered to be defamatory, libelous, hateful, racially or religiously biased or offensive, unlawfully threatening or unlawfully harassing to any individual, partnership, or corporation;
  • for which you were compensated or granted any consideration by any third party;
  • that includes any information that references other websites, addresses, email addresses, contact information or phone numbers; or that contains any computer viruses, worms or other potentially damaging computer programs or files;
  • that is off-topic or irrelevant material to any Community Area;
  • that is unsolicited or unauthorized advertising, promotional materials, or any other form of solicitation, without our express written approval; or
  • that attempts to impersonate any person or entity or falsely state or otherwise misrepresent your professional or other affiliation with any person or entity or indicate that you are an employee or representative of Numerix.

15. User Generated Content – License. You warrant that you are the author and owner of the intellectual property rights in your User Generated Content. You automatically grant Numerix a worldwide, perpetual, irrevocable, royalty-free, transferable right and license to use, copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from, publically perform, sell and distribute, or incorporate your User Generated Content into any form, medium or technology, without compensation to you. You waive and relinquish any moral rights that may exist in your User Generated Content, and agree not to assert any moral rights in your User Generated Content. Numerix does not want, and cannot accept, any User Generated Content you consider to be confidential or proprietary. Accordingly, all User Generated Content is not confidential and will become and remain Numerix’s property.

16. Usernames and Passwords. As part of the registration process for access to portions of the Community Areas, you will be asked to select a username and password. You will be responsible for all activities occurring under your username and for keeping your password secure. You are solely responsible for any and all uses of your username, password, and account. You shall immediately notify Numerix of any unauthorized use of your account or any suspected loss or disclosure of your username and password. Numerix shall have no liability for any loss that you incur as a result of someone else using your password or account, either with or without your knowledge.

17. Privacy and Personal Information. To learn about how Numerix protects your privacy, please refer to Numerix’s Privacy Policy. Numerix’s Privacy Policy is incorporated herein by reference and is made part of these Terms.

18. DMCA. Numerix takes claims of copyright infringement seriously. Numerix will promptly investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2). Notifications of claimed copyright infringement should be sent to the designated agent for this Website identified below. Any such notification, in order to be effective, must include the following information:

  • identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
  • a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  • identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material;
  • information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
  • a statement that the party providing the notice has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and,
  • a statement that the information in the notification is accurate, and under penalty of perjury, that the notifying party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Numerix’s agent for notice of copyright infringement claims can be reached as follows:

Counsel
99 Park Avenue, 5th Floor
New York, NY 10016
Telephone: 212-302-2220
Fax: 212 302 6934
infringementnotice@numerix.com

19. Compliance with Law. You agree to comply with all applicable laws, statutes, ordinances and regulations regarding your use of this Website. You acknowledge that violations of these Terms could subject you to criminal or civil penalties.

20. Miscellaneous. These Terms, including the Privacy Policy, constitute the complete and entire statement of all terms, conditions, and representations of the agreement between you and Numerix with respect to its subject matter and supersedes all prior agreements, writings or understandings, whether oral or in writing. These Terms will be governed by and interpreted in accordance with the laws of the State of New York, U.S.A., excluding its conflicts of law principles. Any controversy or claim arising out of or relating to these Terms or the existence, validity, breach or termination thereof, whether during or after its term, will be brought in the federal or state courts having jurisdiction over New York County, New York, to whose exclusive jurisdiction you hereby irrevocably submit. Both parties hereby exclude the application of the Uniform Computer Information Transactions Act (“UCITA”), the United Nations Convention on the International Sale of Goods (“CISG”) and any law of any jurisdiction that would apply UCITA or CISG or terms equivalent to UCITA or CISG to these Terms. Provisions of these Terms that by their nature, or to give effect to their meaning, must survive expiration or termination of these Terms, including but not limited to the sections entitled Copyright, Trademark, Disclaimer, Limitation of Liability, Indemnity, and Miscellaneous, shall survive any expiration or termination of these Terms. If any provision of these Terms is held to be invalid, it shall either be (a) reformed only to the extent necessary to make it enforceable, and such decision shall not affect the enforceability (i) of such provision under other circumstances or (ii) of the remaining provisions hereof under all circumstances, or (b) if such reformation is not possible, severed from these Terms and the remainder of these Terms shall continue in full force and effect. No waiver, amendment, or other modification of these Terms, will be effective unless it is in writing signed by Numerix or posted by Numerix on this Website. No course of conduct shall operate to waive, amend, or modify these Terms. The waiver by Numerix of any of its rights or remedies in a particular instance will not be construed as a waiver of the same or different right or remedy in subsequent instances. Section titles in these Terms are for convenience only and shall not be used to limit, extend, or define any provision of these Terms. This Website is controlled and operated by Numerix LLC from its corporate headquarters located in New York, New York.