IES Terms & Conditions
GENERAL. IES Holdings, Inc. operates the IES website, individual IES brand websites, other websites maintained and operated by IES, and IES’s Customer Extranet Service (collectively, the “Site”) and provides services on behalf of itself and its affiliates (“IES” or “we”). You, as the user of the Site, are referred to herein as “you” or “user”.
The Online Terms are effective as of April 1, 2013. The current version of the Online Terms includes revisions made through May 1, 2018. Please read all of the Online Terms carefully before using the Site, as they may have been revised since you last used the Site.
By using the Site, including, but not limited to, downloading materials from the Site, you signify your agreement to the Online Terms. If you do not agree to the Online Terms, do not download materials from the Site or use the Site in any manner.
IES reserves the right, in its sole discretion, to change, modify, add or remove any portion of the Online Terms in whole or in part, at any time. You should review the Online Terms regularly as changes will be effective when made. You hereby acknowledge and agree that your continued use of the Site after a change has been made to the Online Terms shall constitute your acceptance of such changes. We will notify you, either through email or by posting a notice on the homepage of the Site, of any material changes to the Online Terms.
TERMS AND CONDITIONS OF USE
LIMITED LICENSE: This Site and its related services are intended only for use by those who are 18 years of age or older and of the age of majority in the jurisdiction in which they reside. If you are not 18 or older, and of the age of majority in the jurisdiction in which you reside, you cannot use this Site without the accompaniment and supervision of your parent or legal guardian. If you are a parent or legal guardian, you agree that you will monitor and supervise the use of this Site by children, minors and others under your care, and you agree to be responsible for their use of this Site. Any use of this Site by persons not of the age of majority in the jurisdiction in which they reside and without parental consent can result in immediate termination of your use of this Site and/or any affiliated services. Subject to your compliance with the Terms and Conditions of Use and the Acceptable Use Policy, IES grants to you a non-exclusive, non-transferable, limited right to access and use the Site and the information and materials contained therein (collectively, the “Materials”). IES authorizes you to view and download the Materials only for your own use, except as otherwise expressly provided herein. The authorization granted in the prior sentence (a) does not constitute a transfer of title in the Materials and (b) is subject to the following restrictions: (1) you may not remove any copyright or other proprietary notices contained in the Materials; (2) you may not modify the Materials in any way or reproduce or publicly display, perform, or distribute the Materials for any public or commercial purpose; (3) to bypass any technical measures used to prevent or restrict access to any portion of the Site; (4) to reverse engineer, decompile or disassemble the Site, or to convert into human readable form any of the contents of this Site not intended to be so read, including but not limited to using or directly viewing the underlying code for the Site except as interpreted and displayed in a web browser; (5) to use any data mining, robots, or similar automated data gathering and extraction tools to access the Site; (6) to violate or attempt to violate the security of the Site, (7) to interfere with or attempt to interfere with the proper working of the Site or otherwise engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm IES or users of the Site or expose them to liability; (8) to alter or modify, or attempt to modify, any part of the Site; (9) to attempt to gain unauthorized access to any portion of the Site or any systems or networks connected to the Site through hacking, cracking, mining, phishing or any other means; or (10) to use reports, content, electronic documentation or other materials available on the Site to feed any downstream product, application or website.
You agree not to use the Site for any purpose that is unlawful or prohibited by these Online Terms or to solicit the performance of any illegal activity, to stalk or harass other users of the Site, or to engage in any other activity which infringes the rights of IES or any other third parties. You agree not to take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or any systems or networks connected to the Site. IES may terminate the authorization, rights and license given above, in its sole discretion and for any or no reason. Upon notice to you of such termination, including, but not limited to, through the posting of such changes on the Site, you agree to immediately destroy copies of all Materials, in electronic form or otherwise, then in your possession. Following termination of this license, these Online Terms shall still apply to the extent practicable.
PROPRIETARY RIGHTS AND TRADEMARKS: You acknowledge and agree that the Site, and all content included therein (including, but not limited to, all text, images, photographs, illustrations, multimedia (e.g., combinations of graphics, audio and/or video), charts, indices, reports, data, software, HTML code and screens contained therein), is owned by, licensed to, or otherwise used under permission by IES and its business partners and information providers is subject to the intellectual property laws of the United States and other countries, including laws governing patent rights, copyrights, trade secrets, trade names, trademarks, service marks, moral rights, know-how and any other similar rights or intangible assets. Any information collected, displayed, stored and archived on the Site and on our systems is owned by IES, our affiliates or our business partners. Unauthorized use of any Trademarks, including reproduction, imitation, dilution or confusing or misleading uses, is prohibited under the trademark laws of the United States. The Trademarks may not be used in connection with any product or service that does not originate with IES, in any manner that is likely to cause confusion among users, or in any manner that disparages or discredits IES. All other trademarks appearing on the Site are the property of their respective owners.
INFORMATIONAL PURPOSES ONLY: The Materials are provided for informational purposes only and are not an offer to sell or a solicitation of an offer to buy any security or any insurance product. IES’s products and services are subject solely to the terms of the documentation that accompanies provision of any such products and services and you should refer to this documentation for complete information. Not all of the products or services described on this Site are available in all jurisdictions or to all potential customers or investors. Nothing on this Site is intended as, or should be taken to be, investment advice or an offer or a solicitation of any kind, including, but not limited to, information supplied on this Site in any jurisdiction or to any potential customer or investor where any information regarding products and services might be construed as an offer or solicitation not otherwise qualified or exempt from regulation.
Site Promotions: We are not responsible for typographical or other errors or omissions regarding products, services prices or other information provided on this Site. All product and/or service sales and promotions are subject to these Online Terms, in addition to any other terms that may apply. Promotional offers and prices are available for a limited time as specified on the Site. Prices, promotions and availability are subject to change without prior notice.
FORWARD LOOKING STATEMENTS: This site contains statements about future results that may constitute “forward-looking statements” within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Readers are cautioned that these statements are not guarantees of future performance. There are a variety of factors, many of which are beyond IES’s control, which affect the operations, performance, business strategy and results and could cause its actual results to differ materially from the expectations and objectives expressed in any forward-looking statements. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements which speak only as of the date they are made. A non-exclusive list of the important factors that could cause actual events or results to differ materially from those in such forward-looking statements include the important factors set forth in IES’s most recent annual report on Form 10-K, quarterly report on Form 10-Q and IES’s other documents on file with the Securities and Exchange Commission. IES does not undertake to update forward-looking statements to reflect the impact of circumstances or events that arise after the date the forward-looking statements are made. The reader should, however, consult any further disclosures IES may make in its future filings of its reports on Form 10-K, Form 10-Q and Form 8-K.
CONTENT AND OPERATION OF SITE: The information contained on the Site is subject to change without notification of you or any other person. IES undertakes no obligation to maintain or ensure that the information on the Site is the most current information available. IES may terminate, change, suspend or discontinue any aspect of the Site, including the availability of any features of the Site, at any time. IES may also impose limits, for any or no reason, on certain features and services or restrict your access to parts or all of the Site without notice or liability.
DISCLAIMER OF WARRANTIES: THIS SITE IS PROVIDED TO YOU STRICTLY ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. YOU EXPRESSLY UNDERSTAND AND AGREE THAT IES MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SITE OR ANY CONTENT ON THE SITE. IES DOES NOT REPRESENT OR WARRANT, AND DISCLAIMS, ANY REPRESENTATION OR WARRANTY THAT: (A) THE USE OF THE SITE WILL BE TIMELY; UNINTERRUPTED OR ERROR-FREE OR WILL OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE SITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (D) ERRORS OR DEFECTS WILL BE CORRECTED, AND (E) YOUR USE OF THE SITE, OR THE SITE OR THE SERVERS(S) THAT MAKE THE SITE AVAILABLE, ARE FREE OF “WORMS”, “TROJAN HORSES”, VIRUSES OR OTHER HARMFUL COMPONENTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES OF ANY KIND WHATSOEVER, DIRECTLY OR INDIRECTLY, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, WITH RESPECT TO ANY GOODS OR SERVICES TO BE PROVIDED HEREUNDER. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR ANY OF OUR REPRESENTATIVES SHALL CREATE ANY WARRANTY WITH RESPECT TO THE SITE.
LIMITATION OF LIABILITY: IN NO EVENT SHALL WE OR ANY OF OUR AFFILIATES, OR ANY OF OUR OR THEIR OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS OR LICENSORS (THE “IES PARTIES”), BE LIABLE (1) FOR ANY LOSS OR DAMAGE ARISING OUT OF YOUR FAILURE TO COMPLY WITH THE TERMS AND CONDITIONS OF USE OR THE ACCEPTABLE USE POLICY, (2) UNDER ANY THEORY OF LIABILITY WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE AND STRICT LIABILITY) FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OR FOR LOSS OF PROFITS OR REVENUE (WHETHER IN AN ACTION BASED IN CONTRACT, TORT, PRODUCT LIABILITY, STATUTE OR OTHERWISE (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)) ARISING OUT OF (A) YOUR USE OF THE SITE, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OR DAMAGE CAUSED BY ANY RELIANCE ON, OR ANY DELAYS, INACCURACIES, ERRORS OR OMISSIONS IN, ANY INFORMATION ACCESSED ON OR THROUGH THE SITE; (B) ANY TRANSACTION ENTERED INTO THROUGH OR FROM THE SITE; (C) YOUR INABILITY TO USE THE SITE OR THE INFORMATION CONTAINED THEREIN FOR WHATEVER REASON, INCLUDING, BUT NOT LIMITED TO, COMMUNICATIONS FAILURE OR ANY OTHER FAILURE WITH TRANSMISSION OR DELIVERY OF ANY INFORMATION ACCESSED ON OR THOUGH THE SITE; (D) THE DELETION, CORRECTION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY INFORMATION; (E) THE USE OF ANY PRODUCTS OR SERVICES OBTAINED ON OR THROUGH THE SITE; (F) UNAUTHORIZED ACCESS TO THE SITE AND UNAUTHORIZED ALTERATION TO YOUR TRANSMISSIONS OR DATA; (G) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (H) ANY OTHER MATTER RELATING TO THE SITE OR YOUR USE OF THE SITE.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, IN SUCH JURISDICTIONS OUR AGGREGATE LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY THE LAWS OF THAT JURISDICTION. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL LOSS OR DAMAGE WITH RESPECT TO THE SITE EXCEED $50.00.
INDEMNITY: You agree to indemnify, hold harmless and, at our option, defend any IES Parties from all damages, costs, liabilities, suits, judgments, penalties, expenses, obligations, losses, claims, actions, costs and expenses (including, but not limited to, attorneys’ fees and expenses), relating to or arising out of (a) your breach of these Terms and Conditions of Use and/or the Acceptable Use Policy, and/or (b) any use of the Site by you, by any person authorized by you or by an individual using the Site with your password, whether or not you have authorized such use.
WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT IF YOU USE INFORMATION, SERVICES OR PRODUCTS FROM A THIRD PARTY OFFERED ON A WEBSITE LINKED TO OR THAT IS OTHERWISE REFERRED TO ON OR THROUGH THE SITE, SUCH THIRD PARTY IS SOLELY RESPONSIBLE FOR SUCH INFORMATION, SERVICES OR PRODUCTS, AND YOU HEREBY RELEASE ALL OF THE IES PARTIES FROM ANY CLAIMS, DEMANDS AND DAMAGES (INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH INFORMATION, SERVICES OR PRODUCTS, ANY TRANSACTIONS BETWEEN YOU AND SUCH THIRD PARTY AND ANY DISPUTES BETWEEN YOU AND SUCH THIRD PARTY.
COPYRIGHT COMPLAINTS AND DESIGNATED AGENT: We respect the intellectual property rights of others and require that the persons and entities using the Site do the same. In our sole discretion, we reserve the right to terminate the access to the Site of any person or entity whom we believe is or may be responsible for copyright infringement.
The Digital Millennium Copyright Act (“DMCA”) provides a mechanism for notifying service providers of claims of unauthorized use of copyrighted materials. Under the DMCA, a claim must be sent to the service provider as Designated Agent. If you believe in good faith that IES should be notified of a possible online copyright infringement involving the Site, please notify IESs Designated Agent using the following contact information:
IES Attention: General Counsel IES HOLDINGS, INC. 5433 Westheimer Rd., Suite 500, Houston, Texas 77056 OR Please e-mail firstname.lastname@example.org
Please be aware that, in order to be effective, your notice of claim must comply with the detailed requirements set forth in the DMCA. You are encouraged to review them (see 17 U.S.C. Sec. 512 (3)) before sending your claim. Please do not send any other notices or communications to the Designated Agent, who is appointed solely for the purposes of receiving notices of copyright claims under the DMCA.
USERS OUTSIDE THE UNITED STATES AND CHOICE OF LAW: This Site is controlled, operated and administered by us from our offices within the United States of America and all information you send to us is stored on servers in the United States. IES makes no representation that the Materials are appropriate or available for use at other locations outside of the United States, and access to the Materials from territories where their contents are illegal is prohibited. If you access this Site from a location outside of the United States, you are responsible for compliance with all local laws. These Terms and Conditions of Use and the Acceptable Use Policy shall be governed by the laws of the State of New York, without giving effect to its principles or rules of conflict of laws to the extent such principles or rules are not mandatorily applicable by statute and would require or permit the application of the laws of another jurisdiction. Without limiting IESs right to bring an action against you in any jurisdiction, you further agree to submit to the non-exclusive jurisdiction of, and acknowledge and agree that proper venue shall lie in, the federal and state courts located in New York County, New York or Westchester County, White Plains, New York, with respect to any claim, action or proceeding arising out of or relating to these Online Terms.
ADDITIONAL TERMS: These Online Terms constitute the entire agreement between IES and you with respect to your use of the Site. Any cause of action you may have with respect to your use of the Site must be commenced within one (1) year after the cause of action arises, and you hereby waive any right, statutorily or otherwise, to any further extension of time beyond such one (1) year period. If for any reason a court of competent jurisdiction finds any provision of these Online Terms to be unenforceable, the remainder of the provisions set forth herein shall continue in full force and effect.
Where possible, all complaints should include details that would assist IES in investigating and resolving the complaint (e.g., a copy of the offending material).
ACCEPTABLE USE POLICY FOR IES’S CUSTOMER EXTRANET SERVICE
This Acceptable Use Policy (“AUP”) is part of IES’s overall effort to:
Provide high quality service to authorized users of IES Customer Extranet Service (the “Service”) available on or through the Site;
Protect the integrity, security, reliability and privacy of the Service, the Site and the network of computers using the Service; and
Encourage responsible, lawful use of the resources of IES and IES licensors and Internet service provider.
This AUP sets forth permitted and prohibited uses of the Site. IES reserves the right to determine, in its sole discretion, whether a use of the Site is in violation of this AUP. IES reserves the right to monitor the Site and, when IES becomes aware of an actual or attempted violation of this AUP, to take such action as it deems appropriate to address the violation.
PASSWORD SECURITY: Use of the Service may require that you register and use a password at all times. You are solely responsible for maintaining the security of your password and may not disclose your password to others. You are solely responsible for any use of or action taken under your password, including, but not limited to, any e-mail or content transmitted by you or through use of your password, whether or not you have authorized such use. You are responsible for exiting or logging-off each time you finish using the Service. A violation or attempted violation of this AUP by any third party having access to the Service through you or by using your password will be considered a violation by you, whether or not such access was obtained with your knowledge or consent. You agree to notify IES immediately of any unauthorized use of your password or any other breach of security about which you are aware.
PROHIBITED USES: The following are examples of types of uses of the Service that are prohibited under this AUP: Illegal/Criminal Activity You may not use the Service to commit, or in connection with, criminal or civil violations of federal, state, local, or international laws, regulations, or other government requirements. Such violations include, but are not limited to, violations of securities laws, including, but not limited to, regulations of the United States Securities and Exchange Commission or any securities exchange; theft or infringement of patents, copyrights, trademarks, trade secrets, or other types of intellectual property; fraud; forgery; theft or misappropriation of funds or information; encouraging conduct that would constitute a criminal offense or give rise to civil liability; and assisting or permitting any third parties engaged in or attempting to engage in any of the activities described above.
IES reserves the right to report any activity that may violate any law or regulation to appropriate law enforcement officials, regulators or other third parties. In order to cooperate with governmental requests into possible violations of laws or regulations, IES may access and disclose to law enforcement officials, regulators or other third parties any information IES considers necessary and appropriate.
Security Violations You are prohibited from violating, or attempting to violate, the security of the Service. Any such violations may result in criminal and civil liabilities to you. Examples of prohibited security violations include, but are not limited to, logging onto a server or account that you are not authorized to access; accessing data or taking any action to obtain services not intended for you or your use; attempting to probe, scan, or test the vulnerability of any system, subsystem or network; tampering, hacking, modifying or otherwise corrupting or breaching security or authentication measures without proper authorization; transmitting material that contains viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines or engines with the intent or effect of damaging, destroying, disrupting or otherwise impairing a computer’s functionality or the operation of the system; interfering with, intercepting or expropriating any system, data or information; or interfering with service to any user, host, or network including, but not limited to, by means of overloading, “flooding”, “mailbombing”, or “crashing” any computer system.
Consequences Violations of this AUP may result in a demand by IES for immediate removal of offending material, immediate temporary or permanent filtering, blocked access, suspension or termination of your access to the Service, or other action appropriate to the violation, as determined by IES in its sole discretion. When feasible and lawful, it is IES’s preference to give notice so that violations may be addressed voluntarily; IES reserves the right to act without notice, however, as IES may determine in its sole discretion. IES will cooperate with law enforcement agencies if unlawful activity is suspected. Violators of this AUP may also be subject to civil or criminal liability under applicable law.
IES, in its sole discretion, may terminate you and your access to the Service, or any portion thereof, without notice for any reason or for no reason, including, but not limited to, if IES believes that you have breached the AUP. IES reserves the right to terminate you upon notice if you violate the policies of the Site’s Internet service provider.
INCIDENT REPORTING: Any complaints regarding violations of this AUP by a user should be directed to the IES at:
IES HOLDINGS, INC. 5433 Westheimer Rd., Suite 500, Houston, Texas 77056
Please e-mail email@example.com
Where possible, all complaints should include details that would assist IES in investigating and resolving the complaint (e.g., a copy of the offending material).