DEFT RESEARCH, LLC (“DEFT”) ASSUMES NO LIABILITY FOR MEDICAL CARE, HEALTH CARE, OR INSURANCE DECISIONS MADE BY ANY USER OF THE REPORT.
Subject to Deft receiving full payment for the report from Client, Deft grants Client a limited, revocable, personal, non-exclusive, nontransferable, non-sublicensable license for its employees to use this report solely for its own internal use, subject to these Terms of Use.
If Client desires to make this report available to any affiliate of Client, an additional mutually agreed upon usage fee(s) must be paid to Deft, unless otherwise agreed upon in writing by Deft.
This report may not be disclosed, distributed, displayed, performed or otherwise made available: (a) to persons not employed by Client; (b) to any other entity whatsoever; or (c) to third parties, whether internally within Client’s organization, via the internet, or any intranet or extranet, or through or in any electronic or downloadable form. If Client desires to make this report available to any consultant or other third party, it must be pre-approved in writing by Deft and such third party must sign Deft’s Report Sharing Agreement and comply with these Terms of Use.
Client will use then-current industry standard administrative, physical and technical safeguards to protect this report from being accessed by (or disclosed, displayed, or distributed to) any third party, using efforts and standards not less than Client uses to protect its own intellectual property and confidential information of high importance.
Client may not use the information in this report to provide consulting services or similar services for a third party.
Client may not remove or alter any of Deft or any third party’s trademark, proprietary or intellectual property marking or notice that is affixed to, referenced, or contained in, the report.
Deft retains all right, title and interest in the copyright of the report. This report contains Deft’s proprietary and confidential information and no portion of this report may be (other than for client’s own internal use) disclosed, reproduced, distributed, or publicly displayed, in whole or in part, in any form or manner, without Deft’s prior written consent.
Deft may terminate this Agreement if Client breaches any of these Terms of Use, which breach is not cured within 10 days of written notice from Deft. In such event, Client will immediately discontinue use of the report, return all tangible copies of the report to Deft, and permanently destroy all electronic copies of the report. Upon request by Deft, Client will certify in writing that such steps have been completed.
Disclaimer of Warranties. This report is provided “AS IS”. TO THE FULLEST EXTENT PERMITTED BY LAW, DEFT DOES NOT MAKE, AND HEREBY DISCLAIMS, ALL REPRESENTATIONS, GUARANTEES, AND WARRANTIES (WHETHER EXPRESS, IMPLIED, STATUTORY, BY OPERATION OF LAW, OR OTHERWISE) REGARDING THE REPORT (AND INFORMATION AND DATA THEREIN).
Deft’s entire liability, and Client’s exclusive remedy, for any damages, losses or claims (regardless of form of action, whether in contract, warranty, tort, negligence, strict liability or otherwise) in connection with this report (or use of information or data therein) will not exceed the total amount paid to Deft by Client for this report.
In no event will Deft be responsible or liable for: indirect, incidental, special, contingent, punitive or consequential damages of any type or kind; lost profits, savings, or revenues; loss of data; third party claims; or for any charge, cost or expense not approved in writing by an officer of Deft.
Deft is an independent contractor and not an employee, agent or partner of Client. Client may not assign this report or agreement (or any of its interests, rights, duties, or obligations hereunder) by contract, operation of law or otherwise, without the prior written consent of Deft. Any waiver of any of these Terms of Use must be made in writing signed by both parties. If any part of these Terms of Use is found by a court of competent jurisdiction to be illegal, invalid or unenforceable, the remainder will continue in full force and effect.
Terms of Use will be governed by the laws of the State of Minnesota excluding its conflicts of laws rules, and venue will be within the State of Minnesota. Any questions about this Terms of Use should be directed to info@deftresearch.com.