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Terms of Use

Diligent Corporation

Last Amended: June 3, 2015

These Terms of Use are between you and Diligent Corporation (“Diligent,” “we,” “us,” and “our”). Your use of the diligent.com website or any affiliated websites (the “Website”) constitutes an acknowledgement that you have read the most recent version of the Terms of Use and that you agree to adhere to its terms. If you do not agree to be bound by these Terms of Use, please cease all further use. We reserve the right to amend these Terms of Use at any time.

1. Access to Website

Limited License. We grant you a non-exclusive, non-transferable limited license to access and make personal use of the Website but not to download (other than page caching) or modify any portion of the Website without our prior written approval. You shall not use any robot, spider or other device to monitor the Website in any manner. We may terminate this license at any time.

2. Policies Governing Use of the Website

Links to the Website. You are expressly prohibited from framing or linking or otherwise using or displaying the Website or any portion thereof in such a manner so that it appears to be part of your own or someone else’s website.

Our use of your information shall be governed at all times by our Privacy Policy.

Links to Other Websites. We may place links on the Website to other websites on the Internet that are owned or operated by third parties. For instance, industry affiliations and charitable organizations found on our website are separate companies from the Diligent, and are independently owned and operated. You acknowledge and agree that we are not responsible for, nor do we endorse or support, the operation of or content located on any such website, and we cannot and do not warrant that the content of such websites is accurate, complete, legal and/or inoffensive. By linking to these third party websites, you acknowledge and agree that you may not make any claim against us for any damages or losses of any kind arising from the third-party website and/or the link.

3. Intellectual Property

Trademarks. Diligent; Boardbooks; Diligent Boards; Diligent Teams; One-Click; the Diligent logo; the Diligent Boardbooks graphical user interface; and other marks, logos, graphics, and trade dress used on the Website are our trademarks and are copyright or the trademarks and copyright of our affiliates, and may not be used in any manner (including in “meta-tags” or “hidden text”) without our prior written approval.

Copyrights. The materials posted on the Website are copyrighted materials of the Diligent and may not be reproduced, distributed, retransmitted, published or otherwise transferred, commercially exploited, made the subject of a derivative work or publicly displayed without permission from Diligent.

4. Disclaimer of Warranty; No Consequential Damages; Limitation of Liability

Disclaimer of Warranty. YOU ACKNOWLEDGE THAT YOUR USE OF THE WEBSITE IS ENTIRELY AT YOUR OWN RISK. The Website is provided as is, without warranties of any kind, either express or implied, including, but not limited to, warranties of title or implied warranties of merchantability or fitness for a particular purpose, or warranties of non-infringement. To the fullest extent permissible by law, We make no warranties and shall not be liable for the use of the Website, including, without limitation, any interruption of or error in the services under any circumstances, including, but not limited to, Our negligence.

Limitation of Liability. Under no circumstances shall We be liable for any special or consequential damages that are directly or indirectly related to the use of, or the inability to use, the website, even if We have been advised of the possibility of such damages. Some states do not allow the exclusion or limitation of all incidental or consequential damages, so the above limitation or exclusion may only apply to you to the extent applicable.

5. Miscellaneous

Prohibited Uses. You expressly agree not to use the Website in a manner that is prohibited by any law or regulation, or to facilitate the violation of any law or regulation. You acknowledge that prohibited conduct includes, but is not limited to, use of the Website to invade the privacy of third parties, violation of intellectual property rights, impersonation of our personnel or other parties or entities, transmitting abusive, profane, libelous, slanderous, threatening or otherwise harassing material via e-mail or your personal Web page(s). You also agree not to use the Website to violate the security of the Website or attempt to utilize another user’s account name or persona without authorization from that user.

Choice of Law; Jurisdiction. These Terms of Use shall be governed and interpreted in accordance with the substantive law of the State of New York without regard to its conflict of law provisions. You agree to the exclusive jurisdiction of the courts located within the, State of New York, USA.

Severability. If any provision of these Terms of Use is deemed invalid or unenforceable, that provision shall be deemed severable and shall not affect the validity, legality or enforceability of the remaining provisions.
Survival. Any section of these Terms of Use which by its terms and nature is meant to survive the termination of these Terms of Use shall survive such termination.

Entire Agreement. These Terms of Use set forth the entire understanding and agreement between us with respect to the subject matter hereof.

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