Terms of Use Agreement

  1. Definitions

Welcome to EcoEngineeringSystems.org (“EES”).  The EES website (“EES Site”) is comprised of various web pages owned and operated by PROCOR Technologies, Inc. (“PROCOR”).  The EES Site is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (“Terms of Use”).  The EES Site contains (“Content”) which includes but is not limited to ideas, equipment, data, text, web pages, documents, images, photographs, graphics, audio, video, white papers and product data sheets, forums, discussion groups, chat areas, blogs, wikis, e-mail functions, and other services which you can upload, download, share, email, post, publish, transmit or otherwise access at the EES Site.  Your use of the EES Site or use of the Content provided on or through the Site constitutes your agreement to all such Terms of Use and our Privacy Policy.  PROCOR Technologies, Inc. may revise the Terms of Use and Privacy Policy at any time without any notice. The revised Terms of Use and Privacy Policy will be effective immediately upon posting on the EES Site.

  1. Electronic Communications

Visiting the EES Site, sending emails to the EES Site, or transferring data to or from the EES Site constitutes electronic communications. You hereby consent to receive electronic communications and further you agree that all Terms of Use changes, agreements notices, disclosures or any other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

  1. User Account, Security, Passwords and Means of Accessing the EES Site

You agree not to access or use the Site in any manner that could possibly damage, disable, impair, or interfere with any other party’s use of the Site, or overburden any PROCOR accounts, networks or computer systems. You agree not to attempt to gain unauthorized access to any area of the ESS Site, any PROCOR accounts, any databases, any networks or any computer systems. You agree not to interfere or attempt to interfere with the proper working of the EES Site or any PROCOR accounts, any databases, any networks or any computer systems. You agree not to use any robot, spider, or any other automated means to access the EES Site or any PROCOR accounts, any databases, any networks, or any computer systems. You must complete the registration process by providing EES with accurate information as required in the user registration form. You will be required to select a unique user name and password. Access to and use of password protected or secure areas of the EES Site are restricted to registered users only. You agree not to share your password(s), account information, or access to the EES Site with any other person. You are solely responsible for maintaining the confidentiality of your account and password.  You agree to accept responsibility for all activities that occur under your account.  You agree to notify PROCOR immediately of any use of your password or account that you did not authorize or that is not authorized by these Terms of Use. You acknowledge that EES is not responsible for third party access to your account that results from theft or misappropriation of your account.  PROCOR may under its sole discretion, reserve the right to refuse service, cancel service, terminate accounts, edit Content, or remove Content.

  1. Intellectual Property

All Content including but not limited to text, databases, graphics, logos images, as well as the compilation thereof, and any software used on the Site, is the property of PROCOR and protected by copyright and other laws that protect intellectual property and proprietary rights.  You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such Content and not make any changes thereto.

You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the Content in whole or in part found on the Site.  EES Site Content is not for resale.  Your use of the Site does not entitle you to make any unauthorized use of any protected Content and in particular you will net delete or alter any proprietary rights or attribution notices in any Content. You will use protected Content solely for your personal use, and will make no other use of the Content without the express written permission of PROCOR.  You agree that you do not acquire any ownership rights in any protected Content.  We do not grant you any licenses, express or implied to the intellectual property of EES or our licensors except as expressly authorized by these Terms of Use. 

  1. Your Content

You agree that you will only upload, share, post, publish, transmit, or otherwise make available (“Share”) on or through the Site Content that you have the right and authority to Share and for which you have the right and authority to grant to PROCOR all of the licenses and rights set forth herein.  By Sharing Content, you grant PROCOR a worldwide, perpetual, no-charge, royalty-free, irrevocable, non-exclusive, fully sublicensable license to use, reproduce, modify, adapt, translate, publish, publicly perform, publicly display, broadcast, transmit and distribute the Content for any purpose and in any form, medium, or technology now known or later developed. This includes, without limitation of any kind, the right to incorporate or implement the Content into any PROCOR product or service, and to display, market, sublicense and distribute the Content as incorporated or embedded in any product or service distributed or offered by PROCOR without compensation to you.

You covenant, represent, warrant and agree that (a) you have the right and authority to grant this license; (b) each Shared Content contribution that you submit is an original work of authorship and you can legally grant the rights set out in this Agreement; (c) PROCOR’s exercise of the rights granted pursuant to this license will not infringe or otherwise violate any third party copyrights, trademarks, patents, or other intellectual property rights; (d) all so-called moral rights in the Content have been waived to the full extent allowed by law; and (e) You agree to notify us immediately if you become aware of any circumstance which would make any of the foregoing representations inaccurate in any respect.

You agree that you will neither use the Site in a manner, nor Share any Content, that: (a) is false or misleading; (b) is defamatory, derogatory, degrading or harassing of another or constitutes a personal attack; (c) invades another’s privacy or includes, copies or transmits another’s confidential, sensitive or personal information; (d) promotes bigotry, racism, hatred or harm against any group or individual; (e) is obscene or not in good taste; (f) violates or infringes or promotes the violation or infringement of another’s rights, including intellectual property rights; (g) you do not have the right and authority to Share and grant the necessary rights and licenses for; (h) violates or promotes the violation of any applicable laws or regulations; (i) contains a solicitation of funds, goods or services, or promotes or advertises goods or services; or (j) contains any viruses, ransomware, Trojan horses, or other components designed to limit or harm the functionality of a computer. PROCOR may report you to the relevant authorities and may act under the fullest extent of applicable laws if you transmit or upload Content intended or designed to cause harm. PROCOR does not want to receive confidential information from you through or in connection with the Site. Notwithstanding anything that you may note or state in connection with Sharing Content, it shall not be considered confidential information and shall be received and treated by PROCOR on a non-confidential and unrestricted basis and PROCOR shall not take and shall not be required to take any steps to safeguard the confidentiality of any information that you Share, other than as specified in PROCOR’s Privacy Policy.

No compensation will be paid with respect to the use of your Shared Content, as provided herein.  The EES Site is under no obligation to post or use any Shared Content you may provide and may remove any Shared Content at any time in PROCOR’s sole discretion.

You are not expected to provide support for your Shared Content, except to the extent You desire to provide support.  You provide Shared Content on an “AS IS” BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or implied, including, without limitation, any warranties or conditions of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS FOR A PARTICULAR PURPOSE.

  1. No Unlawful or Prohibited Use

As a condition of your use of the Site, you agree not to use the EES Site, or Content provided on or through the Site, for any purpose that is unlawful or prohibited by these Terms of Use. 

  1. Monitoring

PROCOR has no obligation to monitor the EES Site or review Content that is shared on or through the Site.  PROCOR reserves the right to review the EES Site, review Content, monitor all use of and activity on the Site and to remove or otherwise choose not to make available on or through the EES Site any Content in PROCOR’s sole discretion. PROCOR may remove Content that is confidential or proprietary to a third party without that third party’s permission.

PROCOR reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request or to edit refuse to post or to remove any information or materials, in whole or in part, in PROCOR’s sole discretion.

PROCOR does not control or endorse the Content, messages or information found in any Communication Service and therefore, PROCOR specifically disclaims any liability with regard to the Communication Service and any actions resulting from your participation in any Communication Service.  Managers and hosts are not authorized PROCOR spokespersons and their views do not necessarily reflect those of PROCOR.

  1. Termination / Access Restriction

Without notice, PROCOR may, in its sole discretion, at any time for any reason whatsoever discontinue providing or limit access to the Site, any areas of the Site or Content provided on or through the Site.  You agree that PROCOR shall not be liable to you or any third-party for any termination or limitation of your access to, or use of, the Site or any Content, including Content that you may have Shared.

  1. Third Party Web Sites, Products, Content and Services

The EES Site provides links to third party websites, products, Content and services of third parties, including users, advertisers and sponsors of the EES Site.  Third party websites, products, Content and services are not under any control of PROCOR.  Therefore, PROCOR is not responsible for third party Content provided on or through the EES Site, or for any changes, or updates to such third party sites.  You bear all risks associated with the access to, and use of, such Web sites and third party products, Content and services.  The EES Site is providing these links to you only as a convenience and the inclusion of any link does not imply endorsement by PROCOR of any kind or any nature whatsoever.

  1. Indemnification

You agree to indemnify, defend and hold harmless PROCOR, its officers, directors, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including reasonable attorneys’ fees and costs, relating to or arising out of your use, or your inability to use the Site or services, or your user postings, or your violation of any terms of this Agreement, or your violation or infringement of any third party rights, including intellectual property rights., or your violation of any applicable laws. rules or regulations.  PROCOR reserves the right. at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully and unconditionally cooperate with PROCOR in asserting any available defenses.

  1. Liability Disclaimer

EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE, THE SITE, AND ALL CONTENT PROVIDED ON OR THROUGH THE SITE, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. PROCOR 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 WITH RESPECT TO THE SITE AND ALL CONTENT PROVIDED ON OR THROUGH THE SITE. PROCOR MAKES NO WARRANTY THAT: (A) THE SITE OR CONTENT WILL MEET YOUR REQUIREMENTS; (B) THE SITE WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR ANY CONTENT PROVIDED ON OR THROUGH THE SITE WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY CONTENT PURCHASED OR OBTAINED BY YOU ON OR THROUGH THE SITE WILL MEET YOUR EXPECTATIONS.

ANY CONTENT ACCESSED, DOWNLOADED OR OTHERWISE OBTAINED ON OR THROUGH THE USE OF THE SITE IS USED AT YOUR OWN DISCRETION AND RISK. PROCOR SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGE OF ANY KIND OR NATURE THAT RESULTS FROM THE USE OF CONTENT.

THE INFORMATION, IDEAS, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS.  PROCOR RESERVES THE RIGHT TO MAKE CHANGES OR UPDATES TO, AND MONITOR THE USE OF, THE SITE AND CONTENT PROVIDED ON OR THROUGH THE SITE AT ANY TIME WITHOUT NOTICE.

  1. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PROCOR AND/OR ITS SUPPLIERS BE LIABLE FOR DIRECT, INDIRECT, PUNITIVE, INCIDENTAL. SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY IDEA, INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, OR NEGLIGENCE. STRICT LIABILITY OR OTHERWISE, EVEN IF PROCOR OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES BECAUSE SOME STATES JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES.  THE ABOVE LIMITATION MAY NOT APPLY TO YOU IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE.  YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

  1. Exclusions and Limitations

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE DISCLAIMER, EXCLUSION OR LIMITATION OF CERTAIN LIABILITIES.  TO THE EXTENT THAT THEY ARE HELD TO BE LEGALLY INVALID, DISCLAIMERS, EXCLUSIONS AND LIMITATIONS SET FORTH IN THESE TERMS OF USE, DO NOT APPLY AND ALL OTHER TERMS SHALL REMAIN IN FULL FORCE AND EFFECT.

  1. Arbitration

All claims and disputes arising or relating to these Terms of Use, or any provisions hereof, whether in contract, tort or otherwise at law or in equity for damages or any other relief shall be resolved only final and binding arbitration pursuant to the Federal Arbitration Act conducted by a Single neutral arbitrator and administered by the American Arbitration Association, or a similar arbitration service selected by the parties, in the State of Michigan.  The arbitrator’s award shall be final.  Judgment may be entered upon it any court having jurisdiction.  In the event that any legal or equitable action, proceeding or arbitration arises out of or concerns these Terms of Use, the prevailing party shall be entitled to recover its costs and reasonable attorney’s fees.  The parties agree to arbitrate all disputes and claims relating to these Terms of Use or any disputes arising as a result of these Terms of Use, whether directly or indirectly including, Tort claims that are a result of these Terms of Use.  The parties agree that the Federal Arbitration Act governs the interpretation and enforcement of this provision.  The entire dispute, including the scope and inforceability of this arbitration provision, shall be determined by the Arbitrator.  This arbitration provision shall survive the termination of these Terms of Use.

  1. Class Action Waiver

Any arbitration under these Terms of Use will take place on an individual basis.  Class arbitrations and class representative collective actions are not permitted.  THE PARTIES AGREE THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS, COLLECTIVE AND/OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINST THE OTHER.  Further, unless both the User and PROCOR agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding. 

  1. Privacy Policy

PROCOR is concerned about your privacy and consequently has developed a Privacy Policy to address privacy concerns.   Your use of the EES Site is subject to our Privacy Policy.  You understand that PROCOR collects, uses, processes, possesses, and otherwise stores your personal information and utilization data and may share such data with third party service providers for the purposes of improving or providing services subject to PROCOR’s Privacy Policy.  Please read our Privacy Policy which governs the EES Site.

  1. Persons Not of Age of Majority

Persons who are not of the age of majority are not eligible to use the EES Site.  Furthermore, we request that no information in relation to such persons be sent to us.

  1. International Users

The EES Site is owned and operated by PROCOR Technologies, Inc. from our offices in the United States of America.  If you access the Service from a location outside the United States of America, you are solely responsible for complete compliance with all regional, state, provincial, and local laws.

  1. Applicable Laws

You hereby consent to that all matters relating to your access to and use of the Site and Content provided on or through or uploaded to the EES Site shall have exclusive jurisdiction and venue of courts the State of Michigan.  Use of the EES Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms of Use.

  1. Export Restrictions/Legal Compliance

You may not access, download, copy, use or export the EES Site, or the Content provided on or through the Site, in violation of United States export laws or regulations, or in violation of any other applicable laws or regulations.

  1. Waiver and Severability

The failure of PROCOR to exercise or enforce any rights or provisions in these Terms of Use shall not constitute in any way a waiver of such right or provision.  If any part or provision of these Terms of Use is found to be unenforceable, such part or provision may be modified to make the Terms of Use as modified legal and enforceable.  The balance of the Terms of Use shall not be affected.

  1. Changes to Terms

PROCOR reserves the right, in its sole discretion, to change the Terms of Use under which the EES Site is offered.  The most current version of the Terms of Use shall supersede all previous Terms of Use versions.  PROCOR encourages you to periodically review the Terms of Use to stay informed of our updates.

  1. Entire Agreement

Unless otherwise specified herein, this agreement constitutes the entire Agreement between the User and PROCOR with respect to the EES Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written between the User and PROCOR with respect to the EES Site.  A printed version of this Agreement and any other notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.  It is the express wish to the parties that this Agreement and all related documents be written in the English language.

  1. Contact Information

PROCOR welcomes your questions or comments regarding the Terms of Use.

Email Address:   legal (at) ecoengineeringsystems (dot) org

Last Revised:  May 24, 2020