Your use of this web site (the "Site") forms a legally binding contract with us,
W. R. Grace & Co.-Conn. ("Grace") based on the terms stated in this document ("Terms
Please read the following terms and conditions carefully before using this site ("Site").
of Use may be modified at any time, and any such modification shall be effective
immediately upon posting of the modification. By your access and use of the Site,
by any such future modifications.
the latter shall have precedence with respect to your use of that area of the Site.
The Site is not available for use by minors (those under 18 years of age), or individuals
or organizations that cannot form legally binding contracts under applicable law.
If you do not qualify, please do not use the Site. If you reside in a country that
is prohibited by law, regulation, treaty or administrative act from entering into
trade relations with the United States or its citizens, you may not use this Site.
Description Of Services
This Site provides a service ("Service") whereby Grace describes its businesses,
products, capabilities, financial results and news.
Notwithstanding the above, any offer of free samples and/or shipping may be changed
or withdrawn at any time and without notice and for any reason.
Consideration and Access
The consideration for this agreement shall be the mutual representations and promises
sole and exclusive discretion, shall have the right at any time and for any reason,
or no reason, to refuse access to this Site to any individual or entity.
Ownership and Limited License
Grace shall retain all ownership in the Site and all content generated by it that
is displayed on the Site. Grace grants you a nonexclusive, revocable right to use
the Site provided that you do not:
- (i) copy, modify, create a derivative work of, reverse engineer, reverse assemble
or otherwise attempt to discover any source code,
- (ii) modify or attempt to modify the Site in any manner or form except that you
have the right to modify the content that you have generated on the Site.
You agree that Grace shall not be liable to you for any modification or discontinuance
of the Site and Grace may discontinue the Site and the Service without any notice
to you. You also agree not to provide samples obtained from the Site to third parties
or publish any information concerning such samples without obtaining permission
from Grace to do so.
If the Site publishes your content or contains public services, chat areas, news
groups, forums, communities and/or other message or communication facilities (collectively,
"Community Areas"), you agree to use such Community Areas only to send and receive
content, messages and other material that are relevant and proper to the applicable
forum. By way of example, and not as limitation, you agree not to: defame, abuse,
harass, stalk, threaten or otherwise violate the legal rights (such as rights of
privacy and publicity) of others; publish, post, upload, distribute or disseminate
any profane, defamatory, infringing, obscene or unlawful topic, name, material or
information; use the Site in violation of local, state, national or international
law; upload files that contain software or other material that violates the intellectual
property rights (or rights of privacy or publicity) of any third party; upload files
that contain viruses, corrupted files, or any other similar software or programs
that may damage the operation of another's computer; advertise or offer to sell
any goods or services for any commercial purpose on the Site that are not relevant
to the Services offered on the Site; conduct or forward surveys, contests, pyramid
schemes or chain letters; impersonate another person or allow any other person or
entity to use a member's identification to post or view comments; post the same
note repeatedly (referred to as 'spamming' which is strictly prohibited); restrict
or inhibit any other member from using and enjoying the Community Areas.
Information Product Use and Recommendations
Although the information and recommendations at this Site (hereinafter "Information")
are presented in good faith and believed to be correct, Grace makes no representations
or warranties as to the completeness or accuracy of Information. Information is
supplied upon the condition that the persons receiving same will make their own
determination as to its suitability for their purposes prior to use. In no event
will Grace be responsible for damages of any nature whatsoever resulting from the
use of or reliance upon Information or the product to which Information refers.
Google Maps and Google Earth Content
Address locations of various Grace sites are provided in this Web Site. Certain of these locations have been supplemented with functionality under public license from Google, that allow you to access and view a variety of content, including but not limited to, photographic imagery, map and terrain data, business listings, reviews, traffic, directions, and other related information (Map Content). You understand and agree to the following:
(a) Map Content is provided for planning purposes only. You may find that certain Map Content is simply wrong, outdated and/or no longer applies, and that weather conditions, construction projects, closures, or other events may cause road conditions or directions to differ from the map results. You should exercise judgment in your use of and reliance upon this Content.
(b) Map Content is provided under license from third parties, and is subject to copyright and other intellectual property rights owned by or licensed thereto. You may be held liable for any unauthorized copying or disclosure of this Content.
This site has been designed to provide general information about Grace and its products.
This site is not intended to provide any instruction on the appropriate use of products
produced and supplied by Grace. All recommendations for handling, storage or use
of products, whether given in writing, orally, or to be implied from the results
of tests, are based on the state of Grace's knowledge at the time such recommendations
are made. Notwithstanding any such recommendations, you as the user of such products
must make your own determination and satisfy yourself that the products supplied
by Grace and the information and recommendations given by Grace are:
- (i) suitable for the intended process or purpose,
- (ii) are in compliance with environmental, health and safety regulations, and
- (iii) will not infringe any third party's intellectual property rights.
Disclaimer of Warranties And Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOUR USE OF THE SITE, SERVICES AND PRODUCTS
IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. GRACE EXPRESSLY DISCLAIMS ALL
WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO
THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT OF INTELLECTUAL PROPERTY. AMONG OTHER MATTERS, GRACE MAKES NO WARRANTY
AND HEREBY DISCLAIMS ANY WARRANTY THAT:
- (1) THE SITE SERVICES OR PRODUCTS WILL MEET YOUR REQUIREMENTS,
- (2) THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR FREE OF VIRUSES,
ERRORS OR OTHER HARMFUL COMPONENTS,
- (3) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR SERVICES WILL BE
ACCURATE OR RELIABLE,
- (4) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED
OR OBTAINED BY YOU THROUGH THE SITE OR SERVICES WILL MEET YOUR EXPECTATIONS, AND
- (5) ANY ERRORS ON THE SITE OR SERVICES WILL BE CORRECTED.
ANY CONTENT OR PRODUCTS, DOWNLOADED OR ORDERED, RESPECTIVELY, OR OTHERWISE OBTAINED
THROUGH THE USE OF THE SITE OR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK
AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS
OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH CONTENT. NO ADVICE OR INFORMATION,
WHETHER WRITTEN OR ORAL, WHETHER OBTAINED BY YOU FROM GRACE, FROM A GRACE EMPLOYEE
OR AGENT, OR THROUGH OR FROM THE SITE OR SERVICES, SHALL CREATE ANY WARRANTY NOT
TO ANY DAMAGES OR INJURY CAUSED BY ANY ACT OR OMISSION OF A THIRD PARTY FAILURE
OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION
OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION
OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF GRACE'S RECORDS OR INFORMATION,
WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER
CAUSE OF ACTION. NEITHER GRACE NOR ANY OF ITS DIRECTORS, EMPLOYEES, AFFILIATES,
AGENTS, REPRESENTATIVES OR LICENSORS (COLLECTIVELY GRACE ASSOCIATES) WILL NOT BE
LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY
DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE,
DATA OR OTHER INTANGIBLE LOSSES (EVEN IF GRACE HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES), RESULTING FROM:
- (1) THE USE OR THE INABILITY TO USE THE SITE, SERVICES, OR PRODUCTS,
- (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY
GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED
OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE OR SERVICES,
- (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA,
- (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE OR SERVICES, OR
- (5) ANY OTHER MATTER RELATING TO THE SITE, SERVICES, PRODUCTS, LINKS, THIRD PARTY
WEB SITES, AND CONTENT.
BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF
LIABILITY FOR CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, IN SUCH STATES AND JURISDICTIONS
LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. IN NO EVENT SHALL
GRACE'S, NOR GRACE ASSOCIATE'S, CUMULATIVE AND AGGREGATE LIABILITY TO YOU UNDER
THIS AGREEMENT EXCEED THE AMOUNTS PAID TO YOU UNDER THIS AGREEMENT IN THE THREE
(3) MONTHS PRIOR TO THE ACCRUAL DATE OF ANY SUCH CLAIM. YOU SPECIFICALLY ACKNOWLEDGE
THAT NEITHER GRACE NOR ANY GRACE ASSOCIATE IS LIABLE FOR THE DEFAMATORY, OFFENSIVE
OR ILLEGAL CONDUCT OF OTHER USERS OF THE SITE OR THIRD PARTIES AND THAT THE RISK
OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. TERMINATION OF THIS AGREEMENT
WITH GRACE IS YOUR SOLE RIGHT AND REMEDY WITH RESPECT TO ANY DISPUTE WITH GRACE.
You agree that regardless of any statute or law to the contrary, any claim or cause
of action arising out of or related to use of this Service must be filed within
one (1) year after such claim or cause of action accrues, or be forever barred.
PLEASE NOTE THAT PRODUCTS MADE AVAILABLE AT THIS SITE WHETHER USED ALONE, OR WHEN
USED WITH BIOLOGICS OR CHEMICALS, CAN BE MUTAGENIC, TOXIC, CARCINOGENIC OR OTHERWISE
HARMFUL TO YOU AND ANYONE ELSE THAT IS EXPOSED TO THEM, AND YOU UNDERTAKE SUCH USE
AT YOUR OWN RISK AND AGREE TO EXERCISE REASONABLE CARE AND COMMON SENCE REGARDING
THE SAME, E.G., SUCH PRODUCTS SHOULD NOT BE EATEN, INHALED, SMOKED AND THE LIKE.
Other Contracts and Indemnification
You agree that you will not disclose to Grace or its affiliates any information which
you are under an existing contractual or other legal obligation to maintain in confidence
or otherwise do not have the right to sell. Should your participation in the Service
be found to breach legal obligations you may have with other third parties, you
agree to defend, indemnify and hold harmless Grace, its officers, directors, employees,
agents, licensors, and suppliers, from and against all claims, actions or demands,
liabilities, and settlements, including, without limitation, reasonable legal and
accounting fees, arising in connection with your use of the Site or resulting from,
or alleged to result from, your use of the Service or products obtained therefrom.
The trademarks, logos and service marks (collectively, the "Trademarks") used or
mentioned on this site are registered and unregistered trademarks of Grace and other
third parties and are legally protected. Be aware that certain product names are
trademarks, even if not specifically mentioned. Nothing on this site should be construed
as granting, by implication or otherwise, any license or right in or to the Trademarks
without the express written permission of Grace or such other third party. Your
misuse of the Trademarks on this site and in its conditions is strictly prohibited.
All content included on this site, including, but not limited to text, graphics,
audio clips, logos, buttons, images, digital downloads, data compilations, software,
HTML code, XML code, and icons, is property of Grace and protected by United States
and international copyright laws. The compilation of all content on this Site is
the exclusive property of Grace and protected by U.S. and international copyright
laws. All software used on this Site is the property of Grace or its software suppliers
and protected by United States and international copyright laws. Unless stated otherwise
Site is prohibited without the prior written consent of Grace.
Information Concerning Financial Matters
If you intend to create or join any service, receive or request any news, messages,
alerts, updates or other information from the Site concerning companies, stock quotes,
investments or securities, you should take particular care to review the foregoing
sections on Disclaimer of Warranties and Limitation of Liability. Such Services
are for informational purposes only, and no such information or Content is intended
for trading or investing purposes. Grace will not be responsible or liable for the
accuracy, usefulness or availability of any information transmitted or made available
through the Site, and shall not be responsible or liable for any trading or investment
decisions made based on such information.
Because of the global nature of the Internet, you agree to comply with all local
rules regarding online conduct and acceptable content, including all laws, rules,
codes and regulations of the country in which you reside. In addition, you agree
to comply with all laws regarding the transmission of technical data exported from
the United States or the country in which you reside.
No Third Party Reliance
You agree that you will not present to third parties any content or material in a
manner that could be construed as conveying sponsorship, endorsement, option, or
representation or warranty of Grace. This agreement shall have no third party beneficiaries.
You agree not to utilize or attempt to utilize the servers on which the Site is hosted
in any surreptitious manner, including, without limitation, for denial-of-service
attacks, nor to take any action that could be considered detrimental to the functioning
of the Site. You agree not to intentionally mislead Grace as to your identity or
through any of your actions, including through your participation in a Community
Area or in the acquisition of a product offered at this Site. Nothing in this Agreement
shall be construed as making you the partner, joint venture, agent, legal representative,
employer, or employee of Grace. You shall not have, or hold yourself out to any
third party as having, any authority to make any statements, representations or
commitments of any kind, or to take any action that shall be binding on the other
except as provided for herein or authorized in writing by the party to be bound.
This Agreement shall be interpreted in accordance with the laws of the State of
New York, United States of America (excluding any rules governing choice of laws)
and any legal proceeding arising out of this Agreement will occur in Washington
D.C. This Agreement will be binding on and will inure to the benefit of the legal
representatives, successors and assigns of the parties hereto. This Agreement (and
the policies referenced herein and incorporated by reference) constitutes the entire
agreement between Grace and you with respect to the subject matter hereof, and you
have not relied upon any promises or representations by Grace with respect to the
subject matter except as set forth herein.
You shall not assign this Agreement or assign any rights or delegate any obligations
hereunder, in whole or in part, whether voluntarily or by operation of law.
Term of Agreement
This Agreement will become effective immediately upon any use by you of the Site
and shall remain effective unless terminated by either party as provided hereunder.
Either party may terminate this Agreement by providing the other with written or
e-mail notice of such termination, which shall be effective immediately upon delivery
of such notice to the other party. Furthermore, Grace may terminate this Agreement
immediately for any reason.