Mettler-Toledo International Inc. Terms and Conditions of Use
Please read the following Terms and Conditions carefully. They govern your access to and use of this Website.
METTLER TOLEDO operates this Website (the “Site”) for business,
professional and academic visitors and their organizations. Several
portions of this Site are available to all visitors; access to certain
portions of this Site may be restricted to visitors who register or
otherwise qualify for such access. This Site is not intended for
general public consumers.
By accessing or using this Site, you agree to be bound by these Terms
and Conditions and accept them in full, as they may be modified by
Mettler-Toledo International Inc. (“METTLER TOLEDO”) from time-to-time
and posted on this Site. If you do not agree to these Terms and
Conditions, you may not use this site.
By using this Site, you acknowledge and agree that you are doing so in
a business, professional, or academic capacity, and that you and the
business, professional, or academic organization on whose behalf you
are using this Site are subject to these Terms and Conditions, and
accept them in full, as they may be modified by METTLER TOLEDO from
time-to-time and posted on this Site. The term “you” refers to both you
and your organization.
These Terms and Conditions incorporate by reference the Privacy
Policy.
1. METTLER TOLEDO Makes No Warranties; METTLER TOLEDO’s Liability Is
Limited.
METTLER TOLEDO DOES NOT ASSUME ANY RESPONSIBILITY OR RISK FOR YOUR USE
OF THIS SITE.
THE SITE AND ITS CONTENTS (1) ARE PROVIDED WITHOUT ANY REPRESENTATIONS,
ENDORSEMENTS, OR WARRANTIES OF ANY KIND WHATSOEVER, EITHER EXPRESS OR
IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF TITLE OR
ACCURACY AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, OR NON-INFRINGEMENT, WITH THE SOLE EXCEPTION BEING
WARRANTIES (IF ANY) WHICH CANNOT BE EXPRESSLY EXCLUDED UNDER APPLICABLE
LAW. AS NOTED BELOW, METTLER TOLEDO ALSO MAKES NO REPRESENTATIONS,
ENDORSEMENTS, OR WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO
ANY SITE OPERATED BY A THIRD PARTY.
Although METTLER TOLEDO attempts to provide accurate Site Contents it
makes no guaranty that such Contents are accurate or suitable for any
particular purpose. Your use of this Site is at your own risk. METTLER
TOLEDO provides this Site to you on an “As-Is” basis.
In no event will METTLER TOLEDO or its Affiliates (2) be liable for any
Damages (3), even if METTLER TOLEDO is aware of the possibility of such
Damages, arising in connection with:
(i) any failure in performance of the Site
(ii) any error, omission, interruption, defect or delay in operation of
the Site or transmission of information
(iii) any computer virus
(iv) any line system failure, loss of data/contents, or loss of use of
this Site or any website operated by a third party
(v) the information, products or services offered, provided or
advertised through this Site
(vi) the unauthorized access to or alteration of your transmissions or
data, whether sent, received, not sent, or not received
If METTLER TOLEDO or its Affiliates are found liable for any Damages
despite METTLER TOLEDO’s express limitation of liability stated herein,
the total combined liability of METTLER TOLEDO and its Affiliates shall
not exceed 500 U.S. Dollars.
By using this Site, you acknowledge and agree to the following:
1) The Contents of this Site may contain inaccuracies and errors of
both a substantive and/or typographical nature. METTLER TOLEDO does not
guaranty the accuracy or completeness of the Contents or the
reliability of any advice, opinion or statement displayed on or
distributed through thisSite. If you rely on the Contents or any
advice, opinion or statement, you are doing so at your sole risk.
METTLER TOLEDO does not guaranty that the Site or its Contents are
accurate, complete, reliable, truthful, current or error-free.
2) METTLER TOLEDO, in its sole discretion, may correct any errors or
omissions in any portion of the Site. METTLER TOLEDO may make any other
changes to the Site, the Contents, and/or the services described in the
Site at any time without notice.
3) METTLER TOLEDO does not intend for any Site references or links to
entities, products or services to be referrals or endorsements of such
entities, products or services. METTLER TOLEDO only controls and
endorses products and services clearly identified as being supplied by
METTLER TOLEDO. METTLER TOLEDO does not control or endorse any
information, products or services supplied by any other person or
entity, even if said information, products and/or services are found on
this Site.
4) METTLER TOLEDO cannot and does not guaranty that files available for
downloading through the Site will be free of infection from viruses or
other computer codes that may contaminate your computer. As a result,
you are responsible for implementing sufficient procedures and
checkpoints to satisfy your requirements for accuracy of data input and
output and for maintaining a means of your own for the reconstruction
of any lost data.
5) METTLER TOLEDO will not be liable for any investment decision made
or action taken by you or others in reliance on the Contents of this
Site,including, without limitation, financial information and
information about METTLER TOLEDO. Statements on the Site may be
considered Forward-Looking Statements that involve certain risks and
uncertainties. “Forward-Looking Statements” are statements that are:
(i) not historical and (ii) based upon events or circumstances that
have not yet occurred. As a result, they contain risks and
uncertainties that could cause actual events or results to differfrom
those contained in the Forward-Looking Statement. (See METTLER TOLEDO’s
annual report on Form 10-K for the most recently-ended fiscal year and
subsequent SEC filings.)
METTLER TOLEDO and its Affiliates are not liable for any Damages based
on Claims (4) arising out of or in connection with:
(a) your use of the Site
(b) any contracts entered into or services or products offered, sold or
purchased as a result of any contact initiated on or through the
Site
(c) your breach of these Terms and Conditions
(d) your infringement (or the infringement of any person using your
computer, personal login or password) of any right of a person or
entity
By using this Site, you agree that you will not seek recovery of
Damages from nor institute any proceeding against METTLER TOLEDO and/or
its Affiliates as a result of the occurrence of any of (a) through (d)
above. In the event a third party seeks recovery of Damages from or
institutes a proceeding against METTLER TOLEDO and/or its Affiliates as
a result of the occurrence of any of (a) through (d) above, you agree
that you will defend METTLER TOLEDO and its Affiliates and reimburse
METTLER TOLEDO and its Affiliates for all costs and Damages paid or
ordered to be paid by METTLER TOLEDO and/orits Affiliates.
2. You May Not Republish the Contents of the Site.
You may not resell, republish, or copy (except that you may make a copy
for your own use), any of the Contents of this Site without the prior
written consent of METTLER TOLEDO, which may be withheld in its sole
discretion.
3. METTLER TOLEDO Has The Right To Use All Intellectual Property on the
Site Exclusively.
Except where otherwise expressly noted, all Contents of this Site are
the sole and exclusive property of Mettler-Toledo GmbH, CH-8606
Greifensee, Switzerland and its Affiliates. METTLER TOLEDO does not
waive, transfer or license any of its Proprietary Rights (5) by posting
the Contents of this Site. Contents of this Site are protected by
United States and international copyright laws, both as individual
works and as a collection. You agree not to delete any copyright or
similar notice from any Contents you obtain from the Site.
By posting or submitting material to the Site, you grant METTLER TOLEDO
and its Affiliates an irrevocable license of unlimited duration to use
the material at no cost. METTLER TOLEDO shall have the right to
sublicense the material to a third party. Said license grants METTLER
TOLEDO, its Affiliates, and sublicensees the right to: (i) use,
reproduce, modify, adapt, publish, translate, create derivative works
from, distribute, and display such material throughout the world in any
media and (ii) use the name that you submit in connection with such
material.
You represent and warrant that you own or otherwise control all of the
rights to the material that you post; that the content is accurate; and
that use of the content you supply does not violate these Terms and
Conditions and will not cause injury to any person or entity. You agree
that you will not seek recovery of Damages from nor institute any
proceeding against METTLER TOLEDO and/or its Affiliates relating to of
any material you supply. In the event a third party seeks recovery of
Damages from or institutes a proceeding against METTLER TOLEDO and/or
its Affiliates relating to the material you supply, you agree that you
will defend METTLER TOLEDO and its Affiliates and reimburse METTLER
TOLEDO and its Affiliates for all costs and Damages paid or ordered to
be paid by METTLER TOLEDO and/or its Affiliates.
METTLER TOLEDO has the right, but not the obligation, to monitor, edit
or remove any material from the Site. METTLER TOLEDO takes no
responsibility and assumes no liability for any content posted by you
or any third party.
4. You Must Give METTLER TOLEDO Notice If There is An Infringement Of
Your Copyright on the Site.
METTLER TOLEDO respects the intellectual property rights of others, and
we ask you to do the same.
ALL INQUIRIES NOT COMPLYING WITH THE FOLLOWING PROCEDURE WILL RECEIVE
NO RESPONSE.
A. Notification
Notifications of claimed copyright or other intellectual property
infringement should be sent to the Site's Designated Agent (6). METTLER
TOLEDO will process and investigate notices of alleged infringement and
will take appropriate actions under the Digital Millennium Copyright
Act ("DMCA") and other applicable intellectual property laws.
If you believe that your work has been copied in a way that constitutes
copyright infringement, please provide METTLER TOLEDO the following
information. Please be advised that to be effective, the notification
must include ALL of the following:
1. A physical or electronic signature of the person authorized to act
on behalf of the owner of the copyright that is allegedly
infringed;
2. a description of the work that you claim has been infringed;
3. a description of where the material that you claim is infringing is
located on the Site;
4. your address, telephone number, and e-mail address and all other
information reasonably sufficient to permit METTLER TOLEDO to contact
you;
5. a statement by you that you have a good faith belief that the
disputed use is not authorized by the copyright owner, its agent, or
the law; and
6. a statement by you, made under penalty of perjury, that the above
information in your notice is accurate and that you are the copyright
owner or authorized to act on behalf of the owner of an exclusive right
that is allegedly infringed.
mark.
If you assert a misuse of your trademark, service mark, trade dress,
name or other indicia of origin (“Mark”), your notification must also
provide: the Mark that is being infringed; the goods and/or services
covered by or offered under the identified Mark; the date of first use
of the Mark; the date of first use in interstate commerce of the Mark;
the mark on the Site that you believe is an infringement of your Mark;
the goods and/or services covered by or offered under the Site mark
claimed to be infringing your Mark; the precise location of the
allegedly infringing mark on the Site; and a good faith certification,
signed under penalty of perjury, stating: (i) that the mark used on the
Site infringes the right of another party, (ii) the name of such party,
(iii) the Mark being infringed, and (iv) that there is no defense to
the use of the alleged infringing mark.
B. Counter-Notification
If you provide METTLER TOLEDO with appropriate written notification, as
described above, then METTLER TOLEDO will forward your written
notification to the alleged infringer and take reasonable steps to
promptly notify the alleged infringer that METTLER TOLEDO has removed
or disabled access to the material. An alleged infringer may provide
counter notification by providing a written communication to METTLER
TOLEDO’s Designated Agent that includes substantially the
following:
1. A physical or electronic signature of the alleged infringer;
2. identification of thematerial that has been removed or to which
access has been disabled and the location at which the material
appeared before it was removed or access to it was disabled;
3. a statement under penalty of perjury that the alleged infringer has
a good faith belief that the material was removed or disabled as a
result of mistake or misidentification of the material to be removed or
disabled; and
4. the alleged infringer’s name, address, and telephone number, and a
statement that (i) the alleged infringer consents to the jurisdiction
of the Federal District Court for the judicial district in which the
alleged infringer’s address is located, or if the alleged infringer's
address is outside of the United States, for any judicial district in
which METTLER TOLEDO may be found, and (ii) the alleged infringer will
accept service of process from you or your agent.
Upon receipt of a counter notification as described above, METTLER
TOLEDO shall promptly provide you with a copy of the counter
notification, and inform you that METTLER TOLEDO may replace the
removed material or cease disabling access to it in 10 business days.
METTLER TOLEDO may replace the removed material and c
ease disabling access to it not less than 10, nor more than 14,
business days following receipt of the counter notification, unless
METTLER TOLEDO’s Designated Agent first receives notice from you that
you have filed an action seeking a court order to restrain the alleged
infringerfrom engaging in infringing activity relating to the material
on METTLER TOLEDO’s system or network.
5. METTLER TOLEDO Does Not Endorse Websites Linked to Its Site.
METTLER TOLEDO may establish links between this Site and one or more
websites operated by third parties. METTLER TOLEDO has no control over
any such websites or the contents therein. The existence of any such
links shall not constitute an endorsement by METTLER TOLEDO of such
websites, the contents of the websites, or the operators of the
websites.
6. Transmissions To And From This Site Are Not Confidential.
Transmissions to and from this Site are not confidential and your
communications may be read or intercepted by others. Any transmission
to this Site shall be deemed and will remain the property of METTLER
TOLEDO following transmission. METTLER TOLEDO shall be free to use, for
any purpose, any of your ideas, concepts, know-how, or techniques
provided to METTLER TOLEDO through this Site.
7. METTLER TOLEDO Does Not Guaranty The Availability Of Products and
Services In All Countries.
METTLER TOLEDO provides access to data that may contain references or
cross references to METTLER TOLEDO products and services that may not
be available, or readily available, in your country. Such reference
does not imply that METTLER TOLEDO intends to market such products or
services in your country.
8. METTLER TOLEDO Does Not Guaranty The Privacy or Accuracy Of
Information Obtained Through Interactive Areas.
METTLER TOLEDO may provide Interactive Areas (7) on the Site. If you
use any of the Interactive Areas, you are solely responsible for your
communications and the consequences of posting those communications.
METTLER TOLEDO does not assume any responsibility for the truthfulness,
accuracy, or reliability of any material posted on any of the
Interactive Areas. METTLER TOLEDO does not assume any responsibility
for the consequences of any of the communications posted on or arising
from postings on any of the Interactive Areas.
In consideration for being allowed to use the Interactive Areas,you
agree not to engage in any of the activities listed in Section 13. You
also agree not to impersonate any other person.
METTLER TOLEDO reserves the right to record the dialogue in the
Interactive Areas but is not obligated to do so. METTLER TOLEDO does
not screen communications in advance and is not responsible for
screening or monitoring material posted by you or any other person or
entity. METTLER TOLEDO reserves the right to remove or edit
communications which are abusive, illegal, disruptive, or that
otherwise violate Section 13 herein; however, METTLER TOLEDO shall not
be obligated to do so.
METTLER TOLEDO reserves the right to monitor, edit, or disclose
anything you post on the Interactive Areas if (i) you fail to adhere to
the Terms and Conditions, (ii) it is required in the course of normal
operation and maintenance of the Site, or (iii) METTLER TOLEDO is
required to do so by law or in the good faith belief that such action
is necessary to:
(a) comply with the law or with legal process served on METTLER
TOLEDO;
(b) protect and defend the rights of METTLER TOLEDO or others; or
(c) protect the personal safety of users of the Site or the
public.
In any event, however, METTLERTOLEDO shall not be obligated to monitor,
edit, or disclose anything.
METTLER TOLEDO HAS NO LIABILITY OR RESPONSIBILITY TO YOU, OTHER USERS
OF INTERACTIVE AREAS, OR ANY OTHER PERSON OR ENTITY FOR THE PERFORMANCE
OR NONPERFORMANCE OF THE SCREENING ACTIVITIES MENTIONED IN THIS SECTION
8.
9. METTLER TOLEDO May Remove Objectionable Material From The
Website.
METTLER TOLEDO reserves the right, but is not obligated, to remove from
the Site any materials it deems Objectionable (8). You agree that you
will not seek recovery of Damages from nor institute any proceeding
against METTLER TOLEDO, its Affiliates and/or its Contracted Parties
(9) as a result of (i) information or communications made or posted by
others on this Site and/or (ii) the use by third parties of this
Site.
10. Your Access to This Website May Be Terminated If You Do Not Follow
The Terms And Conditions Herein.
METTLER TOLEDO may, at its sole discretion, immediately terminate your
access to the Site without notice should your conduct fail to conform
to any provision of these Terms and Conditions. Termination may prevent
confirmation or completion of outstanding and/or incomplete
transactions. Some of the prohibited acts mentioned in these Terms and
Conditions are also punishable by law.
11. You Are Solely Responsible for Your Conduct.
You agree that you are solely responsible for your actions and the
content of your transmissions through or postings on the Site.
12. You Agree to Comply With All Rules of The Site.
You agree to comply with: (i) any and all regulations, policies, and
procedures of the Site; and (ii) any and all applicable local, state,
national, and international laws and regulations that relate to your
use of or activities on the Site.
13. You Are Not Permitted to Use the Site For An Improper
Purpose.
In using the Site, you agree not to:
(i) disrupt or interfere with the security of, or otherwise abuse, the
Site, or any services, system resources, accounts, servers, or networks
connected to or accessible through the Site or affiliated or linked
sites;
(ii) disrupt or interfere with any other user's enjoyment of the Site
or affiliated or linked sites; (iii) upload, post, or otherwise
transmit through or on the Site any viruses or other harmful,
disruptive, or destructive files or disabling devices;
(iv) take any action that imposes an unreasonable or disproportionately
large load on theSite’s infrastructure;
(v) transmit through or on the Site any spam, chain letters, junk mail,
or any other type of unsolicited bulk e-mail to users or individuals
that have not agreed to receive such mailings; (vi) use another user’s
account, service, or system without authorization from METTLER
TOLEDO;
(vi) create or use a false identity on the Site;
(vii) attempt to obtain unauthorized access to the Site or portions of
the Site which you are restricted from accessing;
(viii) extract, collect, or harvest, through electronic means or
otherwise, any data or data fields from the Site including, without
limitation, customer identities;
(ix) post or otherwise disseminate on or through the Site:
(a) unlawful, harassing, libelous, tortuous, abusive, offensive,
threatening, or obscene communications or material of any kind;
(b) materials that infringe or violate any third party’s Proprietary
Rights; or
(c) materials that are Objectionable orthat could constitute a criminal
offense, give rise to civil liability, or otherwise violate any
applicable law or regulation;
(x) use or attempt to use the Site as a vehicle to communicate with
METTLER TOLEDO’s competitors, customers, or suppliers about price,
supply, availability, terms of sale, or any other competitively
sensitive topic.
14. Mettler Toledo May Terminate The Site.
At any time, METTLER TOLEDO may terminate, change, suspend, or
discontinue any aspect of the Site, temporarily or permanently, without
notice. METTLER TOLEDO is not obligated to continue to support or
update the Site. METTLER TOLEDO may impose limits on certain features
or services or restrict your access to parts or all of the Site. YOU
ACKNOWLEDGE AND AGREE THAT METTLER TOLEDO AND ITS AFFILIATES SHALL NOT
BE LIABLE TO YOU OR ANY THIRD PARTY IN THE EVENT THAT METTLER TOLEDO
EXERCISES ANY OF THE RIGHTS IN THIS SECTION 14.
15. Your Use of This Site Does Not Create a Relationship With METTLER
TOLEDO.
You acknowledge that you are not engaged in and shall not be deemed to
be engaged in a partnership, joint venture, joint enterprise, or agency
relationship of any kind or for any purpose with METTLER TOLEDO by
virtue of your status as a user of the Site.
16. METTLER TOLEDO May Delegate Its Obligations Hereunder.
METTLER TOLEDO reserves the right to delegate and/or transfer any or
all of its obligations under these Terms and Conditions to a third
party. You may not delegate or otherwise assign any of your obligations
and/or rights under these Terms and Conditions to any other person or
entity without the prior written consent of METTLER TOLEDO.
17. METTLER TOLEDO May Make Modifications To The Site.
METTLER TOLEDO may at any time make modifications, changes, and/or
alterations to the Contents of this Site, including these Terms and
Conditions, without prior notice.
18. There Is An Established Governing Law For Disputes Under These
Terms & Conditions.
These Terms and Conditions shall be governed by and construed in
accordance with the law of Zurich, Switzerland, without regard to
conflict of laws principles.
19. There Is An Established Venue For Disputes Under These Terms &
Conditions.
Any controversy or claim arising out of or relating to these Terms and
Conditions shall be exclusively subject to the jurisdiction of the
Court of Commerce (Handelsgericht) in Zurich, Switzerland, and not to
the jurisdiction of a court determined pursuant to the 1980 U.N.
Convention on contracts for the international sale of goods, or any
other law, treaty or convention.
20. METTLER TOLEDO May Require Arbitration of Disputes.
By using this Site, you agree that METTLER TOLEDO, at its sole
discretion, may require you to submit any Relevant Disputes (10)
arising from or concerning the use of this Site, or these Terms and
Conditions, to final and binding arbitration conducted by one or more
arbitrators appointed in accordance with the International Rules of
Arbitration of the American Arbitration Association (“Rules”). Despite
these Rules, however, such proceeding shall be governed by the laws of
Zurich, Switzerland, without regard to the 1980 U.N. Convention on
contracts for the international sale of goods, or any other law, treaty
or convention. METTLER TOLEDO may require arbitration despite the venue
provisions of Section 19.
Any award in an arbitration initiated under this Section 20 shall be
limited to monetary damages and shall not include an injunction.
Further, in any arbitration initiated pursuant to this Section 20, the
arbitrator(s) shall be limited to an award of actual damages and shall
not award punitive, consequential or other damages not measured by the
prevailing party's actual damages (except as may be required by
law).
21. These Terms & Conditions Are Severable.
In the event that any provision of these Terms and Conditions shall, in
whole or in part, be determined to be invalid, unenforceable, or void
for any reason, the remainder of the Terms and Conditions shall not be
affected in any way thereby.
22. The Waiver of One Provision by METTLER TOLEDO Does Not Waive Any
Other Provision.
If METTLER TOLEDO waives one of its rights, terms or provisions under
these Terms and Conditions, it cannot and will not be inferred that
METTLER TOLEDO, as a result, also waives any one or more other rights,
terms, or provisions under these Terms and Conditions. This will not be
inferred at the time of METTLER TOLEDO’s waiver nor at any other
time.
Annotations
(1) “Contents” includes but is not limited to all information, names,
images, news, pictures, logos, icons, documents, case studies, product
reviews/descriptions, overall appearance and materials found on the
Site
(2) “Affiliates” includes all subsidiaries, affiliates, contractors,
agents, employees, owners, officers, and directors
(3) “Damages” includes but is not limited to all losses and all direct,
indirect, incidental, special, consequential and punitive damages
arising under a contract, tort or other theory of liability (including
reasonable legal and accounting fees and expenses)
(4)“Claims” are any actions, demands, and/or claims of right of any
person or entity, including personal injury and death, regardless of
whether they arise out of or are attributable to any act or omission,
negligent or otherwise of METTLER TOLEDO and/or its Affiliates
(5) “Proprietary Rights” includes but is not limited to, copyrights,
trademarks, servicemarks, patents, and other intellectual
property
(6) “Designated Agent” means:
By Mail:
Mettler-Toledo, Inc.
Associate General Counsel
1900 Polaris Parkway
Columbus, Ohio 43240
USA
By Fax: +1 614-438-4848
By E-mail: David.Kirtley@mt.com
(Please include "Notice of Infringement" in the subject line.)
(7) “Interactive Areas” include chat rooms, news groups, bulletin
boards, and other interactive forums.
(8) “Objectionable” means, without limitation, anythi
ng that evidences bigotry, racism, sexism, orhatred that promotes
illegal activities or physical harm, all as determined by METTLER
TOLEDO
(9) “Contracted Parties” are parties with whom METTLER TOLEDO has
contracted for purposes of hosting or maintaining this Site
Version 08/2006
