Welcome to Novata! Novata is an on-line platform (our “Platform”) seeking to promote and advance sustainable and inclusive capitalism through collection and dissemination of information regarding corporate performance along Environmental, Social and Governance (“ESG”) dimensions and provision of related services (“Services”), available through our website at www.novata.com and its subdomains (together with any mobile application that we may from time to time make available, “Website”). While general public information regarding our Platform is available through our Website, the functionality of the Platform and our Services are available only to subscribers who agree to separate terms and conditions established on our Website from time to time.
These Terms of Use apply to our Website and all information made available through our Website. These Terms of Use are a legal agreement between you (“You” or “Your”) and Novata, Inc. (“Novata” or “we”, “us” or “our”), establishing terms and conditions under which You shall access and use our Website. The date You first agree to these Terms of Use is referred to herein as the “Effective Date”. Your use of our Website is also subject to our Privacy Policy available on our Website at www.novata.com/privacy-policy as such Privacy Policy may be updated from time to time. You acknowledge and agree that features and functionality of our Website are expected to change frequently.
BEFORE YOU ACCESS OUR WEBSITE, CAREFULLY READ THESE TERMS OF USE. BY ACCESSING OUR WEBSITE, YOU ARE AGREEING TO BE BOUND BY AND ARE BECOMING A PARTY TO THESE TERMS OF USE. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THESE TERMS OF USE, THEN DO NOT ACCESS OR USE OUR WEBSITE.
Subject to the terms and conditions of these Terms of Use, Novata hereby grants to You a limited, non-exclusive, non-transferable right to access and use our Website, solely for Your personal use and not for the benefit of any other person or entity.
You shall not, directly or indirectly, and You shall not permit any third party to, (i) reverse engineer, decompile, disassemble or otherwise attempt to discover the object code, source code or underlying ideas or algorithms of our Website; (ii) modify, translate, or create derivative works based on any element of our Website or any related documentation; (iii) rent, lease, distribute, sell, resell, assign, or otherwise transfer its rights to use our Website; (iv) use our Website for any purpose other than its intended purpose; (v) interfere with or disrupt the integrity or performance of our Website; or (vi) attempt to gain unauthorized access to our Website.
By accessing our Website or any chat room, online discussion forum, or other service provided through our Website, You agree to abide by the following standards of conduct. You agree that You will not, and will not authorize or facilitate any attempt by another person to use our Website or any related chat room or online discussion forum to:
Novata is not responsible for any content posted by any other user or third party to a public forum on our Website. In the event Novata makes available any public forum through our Website, Novata reserves the right to (i) record all communications in such forum, (ii) investigate any allegation of violations of the standards set forth in these Terms of Use, (iii) monitor, edit or remove any communications as contemplated in Section 1.3 above, or (iv) terminate a user’s access to such forum.
OUR WEBSITE AND OTHER SERVICES ARE PROVIDED TO YOU ON AN AS-IS BASIS. YOUR USE OF OUR WEBSITE AND OTHER SERVICES IS AT ITS OWN RISK. NOVATA DOES NOT MAKE, AND HEREBY DISCLAIMS, ANY AND ALL OTHER EXPRESS AND/OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND TITLE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. NOVATA DISCLAIMS ALL LIABILITY FOR THE LOSS OF DATA ENTERED INTO OR SAVED IN OUR WEBSITE.
You acknowledge that our Website and other content available through our Website, and all intellectual property rights therein, are the sole and exclusive property of Novata and its licensors. The service marks and trademarks of Novata, including without limitation “Novata” and the Novata logo, are service marks owned by Novata, Inc. Any other trademarks, service marks, logos and/or trade names appearing via our Website are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.
You grant to Novata a royalty-free, nonexclusive, irrevocable, limited right and license to use any content you submit to the Website (“Your Content”) (a) in order to provide our Website and Services; (b) to analyze and improve our Website and any other portion of our Services; and/or (c) to compile and use aggregate or de-identified data, statistics, measurements or other metrics derived from Your Content (including in combination with the aggregate or de-identified customer data of other Novata customers) for its own purposes. Aggregate or de-identified data means data that does not identify You or any other individual.
Novata shall not disclose Your Content to third parties, except as permitted under these Terms of Use or under the Privacy Policy.
You hereby grant to Novata, at no charge, a non-exclusive, royalty-free, worldwide, transferable, sublicensable (through one or more tiers), perpetual, irrevocable license in and to suggestions, comments and other forms of feedback (“Feedback”) regarding our Website or other Services, including Feedback regarding features, usability and use, and bug reports, to reproduce, perform, display, create derivative works of the Feedback and distribute such Feedback and/or derivative works in our Services or any other products or services. Feedback is provided by You “as is” without warranty of any kind by You.
If You believe that any content on our Website infringes your copyright, You may request that such content be removed. This request must bear a signature (or electronic equivalent) of the copyright holder or an authorized representative and must include the following information:
Novata’s agent for copyright issues relating to our Website and Services is copyright@novatadev.wpengine.com, or Novata, Inc., copyright@novatadev.wpengine.com. In an effort to protect the rights of copyright owners, Novata maintains a policy for the termination, in appropriate circumstances, of users of our Website or Services who are repeat infringers.
By using our Website, You agree to indemnify, hold harmless and defend Novata and its officers, directors, employees and suppliers from any claims, damages, losses, liabilities, and all costs and expenses of defense, including but not limited to, attorneys’ fees, resulting directly or indirectly from a claim by a third party that arises in connection with your use of our Website and/or Your Content.
NOVATA SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY DAMAGES FOR LOST DATA, HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING WITHOUT LIMITATION, ANY SUCH DAMAGES ARISING OUT OF THE LICENSING, PROVISION OR USE OF THE WEBSITE OR ANY CONTENT THEREON. NOVATA WILL NOT BE LIABLE FOR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES.
NOVATA SHALL NOT BE LIABLE FOR CUMULATIVE, AGGREGATE DAMAGES GREATER THAN ONE U.S. DOLLAR ($1).
The term of these Terms of Use shall commence on the Effective Date and continue unless and until terminated as provided in these Terms of Use.
Novata reserves the right to terminate these Terms of Use for any or no reason in its sole discretion at any time.
Upon expiration or termination of these Terms of Use, Your use of and access to our Website shall cease and Novata shall have no obligation to maintain or provide any Your and may in our discretion, unless legally prohibited, delete all Your Content in our systems or otherwise in our possession or under our control.
These Terms of Use, together with any supplemental terms expressly agreed by the parties through our Website concurrently herewith or subsequent hereto, constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or simultaneous understandings, representations, discussions, negotiations, and agreements, whether written or oral.
These Terms of Use may be amended or supplemented only by a writing that is signed by duly authorized representatives of both parties or through a click through agreement accepted by You; provided that these Terms of Use as applicable to users of our Website may be unilaterally amended by Novata by posting of such updated Terms of Use on our Website and shall be effective from and after such posting. No term or provision hereof shall be considered waived by either party, and no breach excused by either party, unless such waiver or consent is in writing signed on behalf of the party against whom the waiver is asserted. No consent by either party to, or waiver of, a breach by either party, whether express or implied, shall constitute consent to, waiver of, or excuse of any other, different, or subsequent breach by either party.
If any provision of these Terms of Use is held invalid or unenforceable for any reason, the remainder of the provision shall be amended to achieve as closely as possible the economic effect of the original term and all other provisions shall continue in full force and effect.
These Terms of Use and the rights and obligations of the parties to and under this agreement shall be governed by and construed under the laws of the State of New York, USA. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to these Terms of Use. For any disputes arising out of these Terms of Use, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in the State of New York, USA.
Neither party shall be liable for any failure or delay in performance under these Terms of Use due to fire, explosion, earthquake, epidemic, storm, flood or other weather; unavailability of necessary utilities or raw materials; Internet service provider failures or delays, or denial of service attacks; war, civil unrest, acts of terror, insurrection, riot, acts of God or the public enemy; strikes or other labor problems; any law, act, order, proclamation, decree, regulation, ordinance, or instructions of government or other public authorities, or judgment or decree of a court of competent jurisdiction (not arising out of breach by such party of these Terms of Use); or any other event beyond the reasonable control of the party whose performance is to be excused.
You shall not assign Your rights or obligations under these Terms of Use, whether voluntarily or by operation of law or otherwise, without Novata’s prior written consent. Novata may assign its rights or obligations under these Terms of Use without Your prior written consent. Any purported assignment or transfer in violation of this section shall be void. Subject to the foregoing restrictions, these Terms of Use will bind and benefit the parties and their successors and permitted assigns.
Novata is an independent contractor to You. There is no relationship of agency, partnership, joint venture, employment, or franchise between the parties. Neither party has the authority to bind the other or to incur any obligation on its behalf.
Please contact us at support@novatadev.wpengine.com if You have any questions about our Website, Platform or Services.
These Terms of Use last updated on September 20th, 2021.
Copyright © 2021 Novata, Inc.