, as each is amended from time to time, apply to you when you view, access or otherwise use the web site located at www.elliemae.com
”). The Website is owned by Ellie Mae, Inc. (“Ellie Mae
(a) Only authorized users who have entered into a separate license agreement with Ellie Mae may use our products and services.
”) govern your use of the Website only, but do not authorize you to access or use Ellie Mae’s proprietary real estate industry solutions and/or software (the “Ellie Mae Services
”). Only authorized users who have entered into separate agreements with Ellie Mae expressly authorizing access to the Ellie Mae Services (collectively, the “Customer Agreements
”) and are in material compliance with the terms of such Customer Agreements, are authorized to access or use Ellie Mae Services. Some Ellie Mae Services allow for web-based access, and for such services you will be required to create a user account with the Website and be in material compliance with any terms and conditions associated with that user account. If you are interested in entering into a Customer Agreement or creating an account with Ellie Mae, please contact us
By accessing or using the Website, you are acknowledging that you are over 18 years of age, and that you have read, understand and agree without limitation or qualification to be bound by these Terms. If you do not agree with these Terms or are not over the age of 18, you do not have the right to access or otherwise use the Website and, accordingly, you should not do so.
III. Use of the Website and Website Content
(a) Your Right to Use the Website
. Subject to the terms and conditions in these Terms, and excluding access to the Ellie Mae Services, which is governed by the Customer Agreements, we grant you a nonexclusive, nontransferable, nonsublicensable, revocable, limited right to access and display the Website, copyrighted text, software, music, videos, graphics, photos, interactive features, logos, trademarks and other proprietary materials and information provided hereon (collectively, “Website Content
”), subject to the limitations set out in Section III(b) below.
(b) Limitations on Use of Website.
The rights granted to you under these Terms with respect to the use of the Website are subject to the following limitations:
- you agree not to distribute in any medium any part of the Website or Website Content without our prior written consent;
- you agree not to alter or modify any portion of the Website or Website Content;
- you agree not copy, reproduce, distribute, display portions of or link to this Website or any Website Content contained hereon for commercial purposes without our prior express written consent (including, but not limited to, the sale of advertising on the Website, or the use of the Website to generate advertising or subscription revenue);
- you agree to use the Website and the Website Content only for lawful, personal and informational purposes, and you agree that you will not use the Website in any manner which violates any applicable local, state, national or international law; and
- Ellie Mae reserves the right to suspend or discontinue access to all or any portion of the Website at any time.
(c) Ownership and Copyright Protection
. The Website and all Website Content contained thereon is protected by copyright as a collective work under United States copyright laws, and is owned or controlled by, or licensed to, Ellie Mae or the party listed as the provider of the applicable Website Content. Except as expressly stated in these Terms, the Website and all Website Content (including without limitation all look and feel) is owned by or licensed to Ellie Mae to the fullest extent permitted by applicable laws. The Website and all Website Content is provided “as is” solely for your personal use and informational purposes. UNAUTHORIZED COPYING, REPRODUCTION, DISTRIBUTION, MODIFICATION, COPYING, PUBLISHING, DISPLAY, ADAPTING, UPLOADING, CREATING DERIVATIVE WORKS, POSTING, OR TRANSMITTING OF ANY OF THE WEBSITE CONTENT IS PROHIBITED. Ellie Mae reserves all rights not expressly granted in and to the Website and the Website Content on behalf of itself or its licensors.
In accessing and displaying any Website Content in accordance with the limited rights granted under this Agreement, you agree maintain and abide by all copyright, trademark and other notices contained in such Website Content, or if none, you abide by the following copyright and trademark notice with respect to such Website Content:
© 2010 Ellie Mae, Inc. The Ellie Mae logo and all associated trademarks and logos used herein are trademarks of Ellie Mae, Inc. Other company and product names, logos and trademarks used herein are the property of their respective owners. All rights reserved.
. “Ellie Mae,” “Encompass360,” “CenterWise,” “Ellie Mae Network,” “Encompass Compliance Service,” “Mavent” and other marks, product names and company names appearing on the Website, are trademarks and service marks of Ellie Mae and/or their respective owners, and are protected by law. They may be used publicly only with prior written permission from Ellie Mae. Fair use of the trademarks and service marks requires proper acknowledgment in accordance with the above copyright and trademark notice. Notwithstanding anything to the contrary in this Section, Ellie Mae disclaims any right, title or interest in or to any third-party trademarks, service marks and/or logos appearing on the Website, and such trademarks, service marks and/or logos constitute the property of their respective third-party owners.
(e) Linked Sites
. Links may appear on the Website to third party website(s) (including the websites of third parties from whom we have collected or with whom we have shared information) which are not owned or operated by Ellie Mae (“Linked Sites
IV. Website Accounts
Some areas of the Website can be accessed and viewed by you without requiring registration or login to the Website. However, in order to access and use the Ellie Mae Services and certain other features or areas of the Website, you will be required to enter into a Customer Agreement and, for web-based access to the Ellie Mae Services, create a customer account with the Ellie Mae or the Website.
V. Disclaimer of Warranty, Limitation of Liability and Indemnification
(a) No Warranty
(b) Limitation of Liability
Because some states or jurisdictions do not allow certain exclusions or limitations of liability, in such states or jurisdictions the above limitations and exclusions may not apply to you. In such states or jurisdictions, Ellie Mae’s liability is limited to the extent permitted by law, thereby minimizing Ellie Mae’s liability to you to the lowest amount permitted by applicable law.
VI. Governing Law; Dispute Resolution
(a) Dispute Resolution
”) informally. Accordingly, neither of us may start a formal proceeding (except for Claims involving any violation of the federal trademark or copyright laws, or for injunctive relief) for at least thirty (30) days after one of us notifies the other of a Claim in writing. Ellie Mae will use commercially reasonable efforts to send its written notice by first class mail, return receipt requested, or national overnight courier to your billing address, if available, with a copy via email to your email address. In the event that Ellie Mae does not have a contact method for you or cannot obtain one with reasonable commercial efforts, you acknowledge and agree that Ellie Mae may pursue Claims against you as a “John Doe” defendant and employ legal processes to obtain your identity. You will send your written notice by first class mail, return receipt requested, or national overnight courier to Ellie Mae, Inc., 4155 Hopyard Road, Suite 200, Pleasaton, CA 94588. If we cannot resolve a Claim informally, you and Ellie Mae each agree to submit to personal jurisdiction in San Francisco, California and agree that any and all Claims either of us asserts shall be exclusively brought in the appropriate state or federal court in San Francisco, California, provided that neither you nor Ellie Mae shall be precluded from filing a Claim in small claims court for disputes within the small claims court jurisdictional level.
(b) Governing Law and Attorneys Fees
. This Agreement is governed in all respects by the substantive laws of the State of California, without regard to its conflict of law rules, and of the United States of America. The UN Convention on Contracts for the International Sale of Goods is expressly disclaimed. The Website is intended for and directed to residents of the United States and all information, advertising and claims contained on the Website are valid in and applicable only to the United States. If any action at law or in equity is necessary to enforce these Terms, the prevailing party shall be entitled to reimbursement from the other party for its expenses and reasonable attorneys’ fees associated with the action, in addition to any other relief to which such prevailing party may be entitled.
(a) Suggestions and Feedback
. Ellie Mae welcomes feedback or inquiries about our products. If you elect to provide any feedback or comments of any nature to Ellie Mae, all of such feedback and comments shall be the sole and exclusive property of Ellie Mae, and Ellie Mae shall have the right to use such feedback in any manner and for any purpose in Ellie Mae’s discretion without remuneration, compensation or attribution to you, provided that Ellie Mae is under no obligation to use such feedback.
(b) Interpretation, Assignment and Entire Agreement
(c) Contact Us
. Please note that communications made through e-mail or the Website’s messaging systems shall not be deemed to constitute legal notice to Ellie Mae or any of its officers, employees, agents or representatives. You may provide legal notice to Ellie Mae in writing by first class mail, return receipt requested, or national overnight courier, at:
Attn: General Counsel
Ellie Mae, Inc.
4155 Hopyard Road
Pleasanton, CA 94588
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