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Hyperlink License AgreementHyperlink License Agreement
Subject to the following terms and conditions of this Hyperlink License Agreement (“License”), Performance Roof Systems, Inc. will grant you a nonexclusive, royalty free, non-transferable license to create a hyperlink from your Internet Website to our Website (the “Link”) and/or use the Derbigum logo (the “Link Logo”). Except as expressly provided in this License, all rights to Performance Roof Systems, Inc.’s intellectual property are specifically reserved. By linking to the Website of Performance Roof Systems, Inc. at www.derbigum.com/us, the person, corporation, company or other business entity placing or using on another website a link to the www.derbigum.com/us thereby agrees to the following terms and conditions of this License.
A. Form of Link.
You may only Link to our home page at: Derbigum.com/US. If used, the Link Logo must be used as a link to Derbigum.com/us. You may not use the Link Logo as a static image. You may not frame the Performance Roof Systems, Inc. Website or modify or alter the content or manner of display of Performance Roof Systems, Inc.’s Website.
B. Proprietary Marks.
The Derbigum name, Link, and Link Logo contain Performance Roof Systems’ proprietary logos, trademarks, and service marks (collectively, “Derbigum Marks”). The Derbigum Marks may not be modified or altered in any way. You may not use the Derbigum Marks:
Derbigum, Derbibase, Derbiboard, Bitutak, Derbicolor, Permacool, Permastic, Perlok, Permax, Modbit, DerbiBrite,
- To imply sponsorship or endorsement by Performance Roof Systems, Inc.;
- To disparage Performance Roof Systems, Inc., its products or services;
- In connection with any products or services that in Performance Roof Systems’ sole judgment may diminish or damage the goodwill in the Derbigum Marks, including, but not limited to, use of the Derbigum Marks in connection with pornography, violent images, and other objectionable material;
- In such a way that the Derbigum marks are displayed more prominently than the name/logo of your company; or
- To infringe Performance Roof Systems’ intellectual property rights or violate any state, federal, or international law.
C. Trademark Notice.
The following notice shall be included on the Web page in which the Link or Link Logo appears: “Derbigum and the Derbigum Logo are trademarks of Performance Roof Systems, Inc."
D. Disclaimer of Warranties.
PERFORMANCE ROOF SYSTEMS, INC.’S WEBSITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SITE-RELATED SERVICE, IS PROVIDED “AS IS,” WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF PERFORMANCE ROOF SYSTEMS, INC.’s WEBSITE, SITE-RELATED SERVICES, AND HYPERLINKED WEBSITES.
E. Limitation of Liability and Remedies.
YOU AGREE THAT PERFORMANCE ROOF SYSTEMS, INC. SHALL NEITHER BE RESPONSIBLE NOR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES ARISING OUT OF OR RELATING IN ANY WAY TO YOUR USE OF THE LINK AND/OR LINK LOGO. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CLAIM RELATING TO THE LINK AND/OR LINK LOGO IS TO STOP USING THEM. YOU AGREE TO RELEASE AND FOREVER DISCHARGE PERFORMANCE ROOF SYSTEMS, INC. AND ITS AGENTS, EMPLOYEES, ASSIGNS, OFFICERS, ADMINISTRATORS, PREDECESSORS, SUCCESSORS, SUBSIDIARIES, AND DIRECTORS OF AND FROM ANY AND ALL PAST, PRESENT, AND FUTURE RIGHTS, ACTIONS, CAUSES OF ACTION, CLAIMS, DEMANDS, DAMAGES, COSTS, LOSSES, EXPENSES, AND ATTORNEY FEES, WHICH YOU MAY NOW HAVE, OR WHICH MAY HEREAFTER ACCRUE RELATING TO THE LINK AND/OR LINK LOGO.
F. Indemnity.
You agree to defend, indemnify, and hold harmless Performance Roof Systems, Inc. and its officers, employees, and authorized successors in interest from and against any claim, action, proceeding, liability, loss, damage, cost, or expense, including, without limitation, attorney fees as provided in this Agreement, arising out of any claim relating to your use of the Performance Roof Systems, Inc. company name, the Link, or the Link Logo by paying all amounts that a court finally awards or that you agree to in settlement of such claims.
G. Termination of License.
Performance Roof Systems, Inc. may terminate this License at any time, in its sole discretion, without liability or obligation to you of any kind. Performance Roof Systems, Inc. has the right to inspect your Website from time-to-time to ensure compliance with this License. In the event this License is terminated, you will remove all references to Performance Roof Systems, Inc. and Derbigum, including the Link and Link Logo, within twenty-four (24) hours of written request by Performance Roof Systems, Inc.
H. Entire Agreement.
This License constitutes the entire agreement of the parties with respect to the subject matter thereto.