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Terms of Use
All contents copyright © 1999 Seitel Inc.
All rights reserved.
SEITEL WEBSITE ACCESS AND USE AGREEMENT
Seitel, Inc. ("Seitel") provides these web pages (the "Website") subject
to the following terms and conditions of this agreement (this "Agreement"):
1. Agreement. For purposes of this Agreement, the terms "you," "your," and
"user" as utilized herein refer to all persons, individuals, firms, corporations,
partnerships, limited liability companies, business associations, trusts
and/or entities of any kind accessing the Website for any reason whatsoever.
BY ACCESSING OR USING THE WEBSITE, YOU HEREBY AGREE TO BE BOUND BY THE TERMS
AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT WISH TO BE BOUND BY THIS
AGREEMENT, YOU MAY NOT USE OR ACCESS THIS WEBSITE. These terms and conditions
apply exclusively to your access to, and use of, this Web site and do not
alter in any way the terms or conditions of any other agreement you may
have with Seitel.
2. Modifications to Agreement. SEITEL MAY MODIFY THIS AGREEMENT AT ANY TIME,
AND SUCH MODIFICATION SHALL BE EFFECTIVE IMMEDIATELY UPON EITHER POSTING
THE MODIFIED AGREEMENT ON THE WEBSITE OR NOTIFYING YOU BY ANY OTHER MEANS.
YOU AGREE THAT YOU ALONE ARE RESPONSIBLE FOR REVIEWING THIS AGREEMENT PERIODICALLY
TO ENSURE THAT YOU ARE AWARE OF ANY MODIFICATIONS. YOUR CONTINUED ACCESS
AND/OR USE OF THE WEBSITE SHALL BE DEEMED YOUR CONCLUSIVE AND EXPRESSED
ACCEPTANCE OF ANY MODIFICATIONS TO THIS AGREEMENT.
3. Modifications to Website. Seitel reserves the right to modify the Website
at any time without notice, including adding, removing, or modifying content.
4. General Disclaimer. Any and all information, content, or services provided
by the Website (the "Information") is presented solely for the benefit of
Seitel. Although Seitel reasonably believes the Information to be true and
accurate, the Information provided by the Website should not be considered
complete or accurate, nor should it be relied on for any purpose whatsoever,
and Seitel conveys no warranties or guarantees of any kind in this regard.
Reliance on any information provided by or through the Website by Seitel
or any third-party shall be received and used by you solely at your own
risk.
5. Linking to Other Sites. You are encouraged to use discretion while browsing
the Internet. In this regard, you hereby acknowledge that the Website may
have links that may unintentionally lead to third-party websites containing
information that some people may find inappropriate, offensive, or otherwise
objectionable, or may lead to sites which contain inaccurate information,
false or misleading advertising, or information which violates copyright,
libel, defamation, or other laws. Seitel make no representations concerning
any effort to review any of the content of web sites linked from the Website,
and you expressly agree to assume full responsibility and bear the full
consequences for linking to sites from the Website.
6. Limitations on Use. To the extent any communications or other user functionality
is available to you on the Website, you agree that you are responsible for
your communications and your use of the Website. While using the Website,
you may not, under any circumstances, do any of the following: (a) use simultaneous,
unattended, or continuous connections to the Website; (b) post or transmit
any message which is libelous or defamatory; (c) post or transmit any message,
data, image, or program which is indecent, obscene, or pornographic; (d)
post or transmit any message, data, image, or program that would violate
the property rights of others, including unauthorized copyrighted text,
images, or programs, trade secrets or other confidential proprietary information,
and trademarks or service marks used in an infringing fashion; (e) use the
Website to threaten, harass, stalk, abuse, or otherwise violate the legal
rights (including rights of privacy and publicity) of others; (f) intercept
or attempt to intercept email or other private communications not intended
for you; (g) send email to users of the Website or other Internet users
for any purpose other than personal communication, such prohibiting purposes
including without limitation advertising or offer to sell goods or services
to other users, any mass distribution to communicate a generally unsolicited
message to other users, or use your email account as an address to which
users need to respond (except as otherwise expressly permitted by the Website);
(h) send unsolicited email messages through third-party mail servers in
order to relay your email or hide the origination of your email to others;
(i) upload or download files that contain software or other material protected
by intellectual property laws, rights of privacy or publicity, or any other
applicable law unless you own or control the rights to such files or have
received all necessary consents; (j) upload files that contain a virus or
corrupted data; (k) delete any author attributions, legal notices, or proprietary
designations or labels in a file that you upload to the Website; (l) falsify
the source or origin of software or other material contained in a file that
you upload to the Website; (m) use the Website in a manner that adversely
affects the availability of its resources to other users; (n) use, download,
or otherwise copy, or provide (whether or not for a fee) to a person or
entity that is not a subscriber to the Website, a user directory (if any)
or any portion thereof other than for personal, noncommercial purposes (except
as otherwise expressly permitted by Seitel); (o) falsely purport to be an
employee or agent of the Website; (p) cause repeated disruptive incidents;
or (q) act, or fail to act, in your use of the Website in a manner that
is contrary to applicable law or regulation. In addition to the foregoing
prohibitions, you may not post or transmit any message which is harmful,
threatening, abusive or hateful to Seitel, its employees, agents, and assigns,
or any third-party including other users of the Website. It is not the intent
of Seitel to discourage users from taking controversial positions or expressing
vigorously what may be unpopular views; nonetheless, the Website reserves
the right to take such action as it deems appropriate in cases where the
Website is used to disseminate statements which are deeply and widely offensive
and/or harmful. Each time you upload a file on the Website (should such
capability be available to you), you represent and warrant that you own
or otherwise control the rights or have the necessary consents to do so,
and you grant every other user of the Website the right to download and
use such file. You acknowledge that your failure to observe any of the foregoing
limitations or obligations may result in civil or criminal liability.
7. Registered Users. For certain areas of the Website, you must be a registered
user to obtain access to such area and, if you are or become a registered
user, you agree that you will provide true, accurate, and complete user
information as required by Seitel to complete the registration process.
Upon registration, you will be provided with one (or in case of non-person
entities, one or more) non-transferable, user identifier(s) and password(s).
By your receipt of a user identifier(s) or password(s), you agree that you
are fully responsible and liable for maintaining the confidentiality of
the user identifier(s) and password(s), and are fully responsible for all
activities that occur under your password or account, whether or not authorized
by you. You agree to immediately notify Seitel of any unauthorized use of
your registration or password. Because authentication of Internet users
is difficult, Seitel cannot and does not confirm that each user is who they
claim to be. You may be given additional passwords from time to time, and
it is your responsibility to cancel passwords as needed when, for example,
an employee terminates their employment with you (in the case of an employer
entity).
8. Purchase of Services. You acknowledge and agree that certain services
provided by Seitel via the Website shall obligate you to pay a fee, and
the acceptance of any such services shall constitute a binding contract
between you and Seitel under which you shall pay the fee for any and all
Services requested by you and rendered by Seitel. For registered users of
the Website, your payment obligations may be further defined by a separate
agreement, in which case the terms of the separate agreement shall control
when in conflict with terms of this Agreement.
9. Your Representations. You, as a person, warrant and represent that you
are at least eighteen (18) years of age and that you possess the legal right
and ability to enter into this Agreement and to use the Website in accordance
with this Agreement. You agree to be financially responsible for your use
of the Website as well as for use of your account by others including minors
for whom you are responsible, and you further agree to fully comply with
your responsibilities and obligations as stated in this Agreement.
10. Third Party Content. To the extent any communications services are provided
through the website, any statements made on the Website such as in newsgroups,
message boards, e-mail, forums, conferences, and chats areas reflect only
the views of their third-party authors. Forum managers, forum hosts, and
merchants posting messages on the Website are not authorized Seitel spokespersons
and their views do not necessarily reflect those of Seitel.
11. Copyright. The entire content of the Website is copyrighted as a collective
work under the laws of United States, international copyright laws, and
other intellectual property laws, and Seitel holds the proprietary rights
in said collective work. Moreover, this collective work includes works which
are the property of certain third-party information providers (the "Information
Providers"), and the content of said Information Providers is also protected
by copyright and other intellectual property laws. As a user of the Website,
you may display and, subject to any expressly stated restrictions or limitations
relating to specific material, you may download portions of the material
from the different areas of the Website solely for your own non-commercial
use. Any redistribution, retransmission, or publication of any copyrighted
material is strictly prohibited without the express written consent of the
copyright owner and/or Seitel. As a condition of using the Website and its
content, you expressly agree not to change or delete any proprietary notices
from materials downloaded from the Website. The foregoing notwithstanding,
any Seitel software or data, including any files, images incorporated in
or generated by the software, data accompanying the software, visual data,
graphics, or map data of any kind (collectively "Seitelware") that may be
presented or made available for download from this Web site, is the copyrighted
work of Seitel and/or its suppliers. You shall not copy, distribute, sell,
modify, decompile, reverse engineer, disassemble or create derivative works
from any Seitelware. You shall not export or re-export the Seitelware, directly
or indirectly, to any countries that are subject to USA export restrictions.
12. Grant to Seitel. You agree to grant to Seitel a non-exclusive, worldwide,
royalty-free, perpetual license, with the right to sublicense, to reproduce,
distribute, transmit, create derivative works of, publicly display, and
publicly perform, any materials and other information (including, without
limitation, ideas contained therein for new or improved products or services)
you submit to public areas of the Website (such as bulletin boards, forums,
and chat rooms, if any) by all means and in any media now known or hereafter
developed. Moreover, you hereby assign your moral rights in and to any such
materials and information to Seitel, and you hereby warrant that any such
materials and information is your original work or that you have the right
to submit such materials and information. You further agree that you shall
have no recourse against Seitel for any alleged or actual infringement or
misappropriation of any proprietary right in your communications to us or
in your submissions to the public areas of the Website (if any).
13. Waiver of Privacy Rights. Use of the Website may result in personal
data about you being collected or processed by, and transferred to, Seitel
in countries where legal systems may provide only limited protection for
personal data. Such transfers may include personal data you directly provide
(such as your name or email address) and personal data automatically collected
or processed (such as your internet domain or IP address) as part of the
operation of the Website or during the course of your activities on or use
of the Website. By using the Website, you expressly consent to any collection,
processing, transfer or use of any personal data. If you do not agree and
consent to any transfer, processing, collection or use of such information,
you must immediately discontinue your access or use of the Website. Where
collection, processing or transfer of personal data results from your use
of the Website, Seitel does not warrant or represent that you will have
the ability to control or prevent the collection, processing, use or further
transfer of such information. You understand and agree that, with respect
to personal data, you may not be able to access such information in the
future; correct inaccuracies, if any; erase or cause removal of such information;
or block collection or transfer of such information. Seitel makes no other
representation regarding the collection, processing or transfer or use of
any personal data. In no event shall Seitel be liable to you or others for
any damages resulting from any transfer, processing, collection or use of
personal data resulting from your use of the Website.
14. No Seitel Warranties. THE SERVICES, SOFTWARE, AND/OR INFORMATION (IF
ANY) ACCESSED THROUGH THE WEBSITE (THE "SERVICES") ARE PROVIDED "AS IS"
WITHOUT WARRANTY, EXPRESS OR IMPLIED. SEITEL HEREBY EXCLUDES AND DISCLAIMS
ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE
OR PURPOSE WITH RESPECT TO THE SERVICES. THERE ARE NO WARRANTIES WHICH EXTEND
BEYOND THE PROVISIONS OF THIS AGREEMENT. SEITEL AND THE INFORMATION PROVIDERS
MAKE NO WARRANTY AS TO THE RELIABILITY, ACCURACY, TIMELINESS, USEFULNESS,
ADEQUACY, COMPLETENESS, OR SUITABILITY OF THE SERVICES. SEITEL AND THE INFORMATION
PROVIDERS CANNOT AND DO NOT WARRANT AGAINST HUMAN AND MACHINE ERRORS, OMISSIONS,
DELAYS, INTERRUPTIONS, OR LOSSES, INCLUDING WITHOUT LIMITATION ANY LOSS
OF DATA OR SIMILAR DEFECTS. SEITEL AND THE INFORMATION PROVIDERS CANNOT
AND DO NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM
THIS ONLINE SITE WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES,
OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES. SEITEL
AND THE INFORMATION PROVIDERS DO NOT WARRANT OR GUARANTEE THAT THE FUNCTIONS
OR SERVICES PERFORMED VIA THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE
OR THAT DEFECTS IN THE WEBSITE WILL BE CORRECTED WHETHER OR NOT KNOWN. USERS
OF THE WEBSITE ARE RESPONSIBLE FOR (A) IMPLEMENTING AND MAINTAINING ADEQUATE
PROCEDURES AND PROCESSES TO SATISFY THEIR PARTICULAR REQUIREMENTS FOR ACCURACY
OF DATA INPUT AND OUTPUT AND (B) MAINTAINING A MEANS EXTERNAL TO THE WEBSITE
FOR THE RECONSTRUCTION OF ANY LOST DATA.
15. Indemnification. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS SEITEL
AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS, AND
SUPPLIERS FROM AND AGAINST ALL LOSSES, EXPENSES, DAMAGES, AND COSTS, INCLUDING
REASONABLE ATTORNEY'S FEES AND COURT COSTS, RESULTING FROM ANY VIOLATION
OF THIS AGREEMENT OR ANY ACTIVITY RELATED TO YOUR UTILIZATION OF THE WEBSITE
(INCLUDING INFRINGEMENT OF THIRD PARTIES' WORLDWIDE INTELLECTUAL PROPERTY
RIGHTS OR WILLFUL, RECKLESS, NEGLIGENT OR WRONGFUL MISCONDUCT) BY YOU OR
ANY OTHER PERSON THAT YOU ENABLE OR PERMIT TO ACCESS THE WEBSITE.
16. Limitation of Liability. YOU EXPRESSLY ACKNOWLEDGE THAT THE USE OF THE
WEBSITE AND ITS CONTENT, OR ANY PART THEREOF, IS SOLELY AT YOUR OWN RISK.
YOU AGREE THAT NEITHER SEITEL NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS,
INFORMATION PROVIDERS, OR SUPPLIERS SHALL HAVE ANY LIABILITY TO YOU UNDER
ANY THEORY OF LIABILITY OR INDEMNITY IN CONNECTION WITH YOUR USE OF THE
WEBSITE. YOU HEREBY RELEASE AND FOREVER WAIVE ANY AND ALL CLAIMS YOU MAY
HAVE AGAINST SEITEL, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION
PROVIDERS, OR SUPPLIERS (INCLUDING BUT NOT LIMITED TO CLAIMS BASED UPON
THE NEGLIGENCE OF SEITEL SUBSIDIARIES, THEIR OFFICERS, DIRECTORS, EMPLOYEES,
AGENTS, INFORMATION PROVIDERS, OR SUPPLIERS) FOR LOSSES OR DAMAGES YOU SUSTAIN
IN CONNECTION WITH YOUR USE OF SEITEL. NOTWITHSTANDING THE FOREGOING, THE
TOTAL LIABILITY OF SEITEL, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION
PROVIDERS, AND SUPPLIERS, IF ANY, FOR THE CUMMULATIVE SUM OF ANY AND ALL
LOSSES OR DAMAGES SHALL NOT EXCEED THE LESSER AMOUNT OF EITHER THE ACTUAL
FEES PAID BY THE USER AND RECEIVED BY SEITEL FOR THE PARTICULAR INFORMATION
OR SERVICE PROVIDED OR (B) ONE HUNDRED U.S. DOLLARS (US$100.00). IN NO EVENT
SHALL SEITEL, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS,
OR SUPPLIERS BE LIABLE TO YOU FOR ANY LOSSES OR DAMAGES OTHER THAN THE AMOUNT
REFERRED TO ABOVE. ALL OTHER DAMAGES, DIRECT OR INDIRECT, SPECIAL, INCIDENTAL,
CONSEQUENTIAL, OR PUNITIVE ARISING FROM ANY USE OF THE INFORMATION OR OTHER
PARTS OF THE WEBSITE ARE HEREBY EXCLUDED EVEN IF SEITEL, ITS OFFICERS, DIRECTORS,
EMPLOYEES, AGENTS, INFORMATION PROVIDERS, OR SUPPLIERS HAVE BEEN ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION TO THE FOREGOING, SEITEL
MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT: (A) THE ACCURACY, RELIABILITY,
COMPLETENESS, CURRENTNESS, OR TIMELINESS OF THE CONTENT, SOFTWARE, TEXT,
GRAPHICS, LINKS, AND/OR COMMUNICATIONS PROVIDED ON OR THROUGH THE USE OF
THE WEBSITE; OR (B) THE SATISFACTION OF GOVERNMENT REGULATIONS REQUIRING
DISCLOSURE OF INFORMATION WITH REGARD TO THE CONTENT CONTAINED ON THE WEBSITE.
IN ADDITION, YOU HEREBY AGREEMENT SEITEL IS NOT LIABLE FOR ANY PERSONAL
INJURY, INCLUDING DEATH, CAUSED BY YOUR USE OR MISUSE OF THE WEBSITE, THE
CONTENT OF THE WEBSITE, OR THE CONTENT OF ANY PUBLIC AREA PROVIDED BY ANY
THIRD PARTY. REMEDIES UNDER THESE TERMS AND CONDITIONS ARE EXCLUSIVE AND
ARE LIMITED TO THOSE EXPRESSLY PROVIDED FOR IN THESE TERMS AND CONDITIONS.
17. Child User Disclaimer. Seitel is committed to protecting the privacy
of children and we maintain full compliance with the Children's Online Privacy
Protection Act (COPPA).
18. Cookies. Seitel may use cookies in connection with operation of the
Website. If you elect not to accept cookies, some parts of the Web site
may not function properly or permit access.
19. Term and Termination. You may terminate your right to use the Website
at any time, with or without cause, upon receipt of notice of said termination
by Seitel. Seitel may terminate your right to use the Website at any time,
with or without cause, without prior notice. Moreover, if you violate any
of the terms and conditions of this Agreement, your permission to use and
access the Website and/or use the content obtained or downloaded from the
Website automatically terminates and you must immediately destroy any copies
you have made of any portion of the content or Website.
20. Survival. All pertinent and relevant provisions of this Agreement pertaining
to rights, disclaimers, and so forth that could shall survive any termination
of this Agreement to the benefit of Seitel shall hereby survive any such
termination of this Agreement.
21. Binding Arbitration. Any controversy or claim arising out of or related
to any interpretation, construction, or performance of this Agreement, an
alleged breach thereof, or otherwise based on any relationship existing
between the parties shall be settled promptly by binding arbitration in
accordance with the rules of the American Arbitration Association. The arbitration
shall be conducted in Houston, Texas, U.S.A., and the arbitrator shall apply
the laws of the State of Texas. The arbitrator shall also be empowered to
grant injunctions or other relief in such disputes. Any judgment, award,
or mandate rendered by arbitration shall be entered in and enforced by any
court having jurisdiction over the party to which such judgment, award,
or mandate applies. The prevailing party in any arbitration under this section
shall be entitled to reasonable attorney fees and expenses incurred in connection
therewith.
22. Choice of Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Texas without any regard to the
conflict of laws provisions of said state. You agree that any legal action
or proceeding between Seitel and you for any purpose concerning this Agreement
or the parties' obligations hereunder shall be brought exclusively in a
state or federal court of competent jurisdiction sitting in the city of
Houston, Texas, U.S.A. Any cause of action or claim you may have with respect
to Seitel must be commenced within one (1) year after the claim or cause
of action arises. Seitel's failure to insist upon or enforce strict performance
of any provision of this Agreement shall not be construed as a waiver of
any provision or right. Neither the course of conduct between the parties
nor trade practice shall act to modify any provision of this Agreement.
23. Legal Indemnification. If court proceedings are required to enforce
any provision of this Agreement, the prevailing party shall be entitled
to an award of reasonable costs and expenses of litigation and any appeal,
including reasonable attorneys' fees.
24. Disposition of the Parties. The obligations of each party under this
Agreement shall be in every case several and shall not be, or be construed
to be, either joint or joint and several. Nothing contained in this Agreement
shall be deemed to constitute either party the partner, agent, or legal
representative of the other party or to create any fiduciary relationship
for any purpose whatsoever. Except as otherwise specifically provided in
this Agreement, nothing in this Agreement shall confer on either party any
authority to act for, bind, or create or assume any obligation or responsibility
on behalf of the other party.
25. Severability. Whenever possible, each provision of this Agreement shall
be interpreted in such manner as to be effective and valid under applicable
law. If the application of any provision of this Agreement to any particular
facts or circumstances shall be held to be invalid or unenforceable by a
court of competent jurisdiction, then (i) the validity and enforceability
of such provision as applied to any other particular facts or circumstances
and the validity of other provisions of this Agreement shall not in any
way be affected or impaired thereby, and (ii) such provision shall be enforced
to the maximum extent possible so as to effect the intent of the parties
and shall be reformed without further action by the parties to the extent
necessary to make such provision valid and enforceable while preserving
the original intent of Seitel.
26. Assignment. Seitel may assign its rights and duties under this Agreement
to any party at any time without notice.
27. Notices. In any case where any notice or other communication is required
or permitted to be given hereunder, such notice or communication shall be
in writing and (i) personally delivered, or (ii) sent by established courier
service to the address of a party. All such notices shall be deemed to have
been given and received (a) upon receipt if personally delivered, or (b)
when delivery is confirmed if sent by courier service. 28. Headings. The
section or other headings herein are inserted only for convenience and ease
of reference and are not to be considered in the construction or interpretation
of any provision of this Agreement.
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