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Introduction
PLEASE READ THESE WEB SITE TERMS OF USE
CAREFULLY BEFORE USING THIS WEB SITE (THE “WEB
SITE”). THESE WEB SITE TERMS
OF USE (THE “TERMS OF USE”) GOVERN YOUR ACCESS
TO AND USE OF THE WEB SITE.
THE WEB SITE IS AVAILABLE FOR YOUR USE ONLY ON
THE CONDITION THAT YOU AGREE TO THE TERMS OF USE
SET FORTH BELOW. IF YOU DO
NOT AGREE TO ALL OF THE TERMS OF USE, DO NOT ACCESS
OR USE THE WEB SITE.
BY ACCESSING OR USING THE WEB SITE, YOU AND THE
ENTITY YOU ARE AUTHORIZED TO REPRESENT ("YOU"
OR "YOUR") SIGNIFY YOUR AGREEMENT TO BE BOUND
BY THE TERMS OF USE.
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1. User Eligibility
The Web Site is provided by Orbital and available
only to entities and persons over the age of legal
majority who can form legally binding agreement(s)
under applicable law. If You
do not qualify, You are not permitted to use the
Web Site.
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2. Scope of Terms of Use
These Terms of Use govern Your use of the
Web Site and all applications, software and services
(collectively, “Services”) available via the Web
Site, except to the extent such Services are the
subject of a separate agreement.
Specific terms or agreements may apply to the
use of certain Services and other items provided
to You via the Web Site (“Service Agreement(s)”).
Any such Service Agreements accompany or are listed
in association with or through a hyperlink associated
with the applicable Services.
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3. Modifications
Orbital may revise and update these Terms of
Use at any time. Your continued
usage of the Web Site after any changes to these
Terms of Use will mean You accept those changes.
Any aspect of the Web Site may be changed, supplemented,
deleted or updated without notice at the sole
discretion of Orbital. Orbital may
also change or impose fees for products and services
provided through the Web Site at any time in its
sole discretion. Orbital may establish or change,
at any time, general practices and limits concerning
other Orbital products and services in its sole discretion.
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4. Orbital Rate and Service Guide and
Tariff
In addition to any other terms and conditions
that may be applicable to such transaction as
provided in these Web Site Terms of Use and the
Service Agreement(s), the Orbital Rate and Service
Guide applicable to You and the Orbital Tariff (to
the extent it is applicable to You) in effect
at the time of shipment govern Your use of Orbital
transportation and related services.
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5. Orbital Privacy Policy
The Orbital Privacy Policy governs the use of
information collected from or provided by You
at the Web Site. With respect
to any individual whose personal information is
provided by You to Orbital, You represent to Orbital that
You have obtained all necessary consents for the
processing of such personal information contemplated
by the Services You are using and by the Orbital Privacy
Policy, including the transfer of such data to
the United States or other countries whose laws
may not provide the same level of protection for
the personal data as the laws of the country of
origin of such individual.
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6. License and Ownership
Any and all intellectual property rights (“Intellectual
Property”) associated with the Web Site and its
contents (the “Content”) are the sole property
of Orbital, its affiliates or third parties.
The Content is protected by copyright and other
laws in both the United States and other countries.
Elements of the Web Site are also protected by
trade dress, trade secret, unfair competition,
and other laws and may not be copied or imitated
in whole or in part. All custom graphics, icons,
and other items that appear on the Web Site are
trademarks, service marks or trade dress (“Marks”)
of Orbital, its affiliates or other entities that
have granted Orbital the right and license to use
such Marks and may not be used or interfered with
in any manner without the express written consent
of Orbital. Except as otherwise expressly
authorized by these Terms of Use, You may not
copy, reproduce, modify, lease, loan, sell, create
derivative works from, upload, transmit, or distribute
the Intellectual Property of the Web Site in any
way without Orbital's or the appropriate third party's
prior written permission. Except as expressly
provided herein, Orbital does not grant to You any
express or implied rights to Orbital's or any third
party's Intellectual Property.
Orbital grants You a limited, personal, nontransferable,
nonsublicensable, revocable license to (a) access
and use only the Web Site, Content and Services
only in the manner presented by Orbital, and (b) access
and use the Orbital computer and network services
offered within the Web Site (the “Orbital Systems")
only in the manner expressly permitted by Orbital.
Except for this limited license, Orbital does not
convey any interest in or to the Orbital Systems,
information or data available via the Orbital Systems
(the “Information”), Content, Services, Web Site
or any other Orbital property by permitting You to
access the Web Site. Except to the extent
required by law or as expressly provided herein,
none of the Content and/or Information may be
reverse-engineered, modified, reproduced, republished,
translated into any language or computer language,
re-transmitted in any form or by any means, resold
or redistributed without the prior written consent
of Orbital. You may not make, sell, offer for
sale, modify, reproduce, display, publicly perform,
import, distribute, retransmit or otherwise use
the Content in any way, unless expressly permitted
to do so by Orbital.
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7. Restrictions on Use of the Web
Site
In addition to other restrictions set forth
in these Terms of Use, You agree that:
(a) You shall not disguise
the origin of information transmitted through
the Web Site.
(b) You will not place
false or misleading information on the Web Site.
(c) You will not use or access
any service, information, application or software
available via the Web Site in a manner not expressly
permitted by Orbital.
(d) You will not input or upload to the Web Site
any information which contains viruses, Trojan
horses, worms, time bombs or other computer programming
routines that are intended to damage, interfere
with, intercept or expropriate any system, the
Web Site or Information or that infringes the
Intellectual Property (defined below) rights of
another.
(e) Certain areas of the Web Site are restricted
to customers of Orbital.
(f) You may not
use or access the Web Site or the Orbital Systems
or Services in any way that, in Orbital's judgment,
adversely affects the performance or function
of the Orbital Systems, Services or the Web Site or
interferes with the ability of authorized parties
to access the Orbital Systems, Services or the Web
Site.
(g) You may not
frame or utilize framing techniques to enclose
any portion or aspect of the Content or the Information,
without the express written consent of Orbital.
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8. Access to Shipping Related Systems
and Information Through the Web Site
Your use and access of the Shipping Related
Systems and Information are subject to the following
terms:
(a)
The “Shipping Related Systems” are comprised
of the Orbital Systems which are used to provide tracking,
time in transit, drop-off locator, address validation
and other functions and information related to
the shipment of packages via Orbital.
The Shipping Related Systems and Information gained
from such systems (“Shipping Information”) are
to be used by You solely in connection with packages
shipped by or to You or on Your behalf and for
no other purpose.
(b) The Shipping
Related Systems and Shipping Information are the
private property of Orbital. Orbital
authorizes You to use tracking functionality within
the Shipping Related Systems solely to track shipments
tendered by or for You to Orbital for delivery and
for no other purpose. Without
limitation, You are not authorized to make the
Shipping Information available on any web site
or otherwise reproduce, distribute, copy, store,
use or sell the Shipping Information for commercial
gain without the express written consent of Orbital.
This is a personal service, thus Your right to
use the Shipping Related Systems and Shipping
Information is non-assignable.
Any access or use that is inconsistent with these
terms is unauthorized and strictly prohibited.
(c) Any use in connection
with the Shipping Related Systems of automated
inquiry devices, robots, or repetitive data gathering
and extraction tools, routines, scripts or other
mechanisms with similar functionality is expressly
prohibited.
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9. Links
(a) Outbound
Links. The Web Site may
contain links to third-party Web Sites and resources
(collectively, “Linked Sites”).
These Linked Sites are provided solely as a convenience
to You and not as an endorsement by Orbital of the
content on such Linked Sites.
Orbital makes no representations or warranties regarding
the correctness, accuracy, performance or quality
of any content, software, service or application
found at any Linked Site. Orbital
is not responsible for the availability of the
Linked Sites or the content or activities of such
sites. If You decide to access
Linked Sites, You do so at Your own risk.
In addition, Your use of Linked Sites is subject
to any applicable policies and terms and conditions
of use, including but not limited to, the Linked
Site's privacy policy.
(b)
Inbound Links. Linking
to any page of the Web Site other than to http://www.Orbital.com
through a plain text link is strictly prohibited
in the absence of a separate linking agreement
with Orbital. Any web site or other
device that links to http://www.Orbital.com or any
page available therein is prohibited from (a)
replicating Content, (b) using a browser or border
environment around the Content, (c) implying in
any fashion that Orbital or any of its affiliates
are endorsing it or its products, (d) misrepresenting
any state of facts, including its relationship
with Orbital or any of its affiliates, (e) presenting
false information about Orbital products or services,
and (f) using any logo or mark of Orbital or any of
its affiliates without express written permission
from Orbital.
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10. Submissions
Orbital does not accept ideas, concepts, or
techniques for new services or products through
the Web Site (“Comments”).
If such Comments are received, You acknowledge
that (a) they will not be considered confidential
or proprietary, (b) Orbital and its affiliates are
under no obligation to keep such information confidential,
and (c) Orbital will have an unrestricted, irrevocable,
world-wide, royalty free right to use, communicate,
reproduce, publish, display, distribute and exploit
such Comments in any manner it chooses.
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11. Termination
You agree that Orbital, in its sole discretion,
may terminate or suspend Your use of the Web Site,
the Orbital Systems, Information, Services and Content
at any time and for any or no reason in its sole
discretion, even if access and use continues to
be allowed to others. Upon
such suspension or termination, You must immediately
(a) discontinue use of the Web Site, and (b) destroy
any copies You have made of any portion of the
Content. Accessing the Web
Site, the Orbital Systems, Information or Services
after such termination, suspension or discontinuation
shall constitute an act of trespass.
Further, You agree that Orbital shall not be liable
to You or any third party for any termination
or suspension of Your access to the Web Site,
the Orbital Systems, Information and/or the Services.
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12. Disclaimer of Warranties
ORBITAL MAKES NO REPRESENTATIONS
ABOUT THE RESULTS TO BE OBTAINED FROM USING THE
WEB SITE, THE ORBITAL SYSTEMS, THE SERVICES, THE
INFORMATION OR THE CONTENT.
THE USE OF SAME IS AT YOUR OWN RISK.
THE WEB SITE, THE ORBITAL
SYSTEMS, THE INFORMATION, THE SERVICES AND THE
CONTENT ARE PROVIDED ON AN "AS IS" BASIS.
ORBITAL, ITS LICENSORS, AND ITS SUPPLIERS, TO
THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIM
ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY
OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE
IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT
OF THIRD PARTIES' RIGHTS, AND FITNESS FOR A PARTICULAR
PURPOSE. ORBITAL
AND ITS AFFILIATES, LICENSORS AND SUPPLIERS MAKE
NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY,
COMPLETENESS, SECURITY OR TIMELINESS OF THE CONTENT,
INFORMATION OR SERVICES PROVIDED ON OR THROUGH
THE USE OF THE WEB SITE OR THE ORBITAL SYSTEMS.
NO INFORMATION OBTAINED BY YOU FROM THE WEB SITE
SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED
BY Orbital IN THESE TERMS OF USE.
SOME JURISDICTIONS DO
NOT ALLOW LIMITATIONS ON IMPLIED WARRANTY, SO
THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION
MAY NOT APPLY TO YOU. IF YOU
ARE DEALING AS A CONSUMER, YOUR STATUTORY RIGHTS
THAT CANNOT BE WAIVED, IF ANY, ARE NOT AFFECTED
BY THESE PROVISIONS. YOU AGREE
AND ACKNOWLEDGE THAT THE LIMITATIONS AND EXCLUSIONS
OF LIABILITY AND WARRANTY PROVIDED IN THESE TERMS
OF USE ARE FAIR AND REASONABLE.
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13. Limitation of Liability
TO THE EXTENT PERMITTED BY APPLICABLE
LAW AND TO THE EXTENT THAT Orbital IS OTHERWISE
FOUND RESPONSIBLE FOR ANY DAMAGES, Orbital IS
RESPONSIBLE FOR ACTUAL DAMAGES ONLY.
TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL
Orbital, ITS AFFILIATES, ITS LICENSORS, ITS SUPPLIERS
OR ANY THIRD PARTIES MENTIONED AT THE WEB SITE
BE LIABLE FOR ANY INCIDENTAL, INDIRECT, EXEMPLARY,
PUNITIVE AND CONSEQUENTIAL DAMAGES, LOST PROFITS,
OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS
INTERRUPTION RESULTING FROM THE USE OF OR INABILITY
TO USE THE WEB SITE, THE Orbital SYSTEMS, INFORMATION,
SERVICES OR THE CONTENT WHETHER BASED ON WARRANTY,
CONTRACT, TORT, DELICT, OR ANY OTHER LEGAL THEORY,
AND WHETHER OR NOT ORBITAL IS ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES. TO THE EXTENT
PERMITTED BY LAW, THE REMEDIES STATED FOR YOU
IN THESE TERMS OF USE ARE EXCLUSIVE AND ARE LIMITED
TO THOSE EXPRESSLY PROVIDED FOR IN THESE TERMS
OF USE.
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14. Compliance with Law Including
Export Control
You agree to use the Web Site in strict compliance
with all applicable laws, rulings and regulations
and in a fashion that does not, in the sole judgment
of Orbital, negatively reflect on the goodwill or
reputation of Orbital and shall take no actions which
would cause Orbital to be in violation of any laws,
rulings or regulations applicable to Orbital.
Orbital and the Web Site are based in the United States.
The United States and certain other jurisdictions
control the export of products and information.
You agree to comply with all such applicable restrictions
and not to export or re-export the Content (including
any software or the Services) to countries or
persons prohibited under the United States or
other applicable export control laws or regulations.
If You access and download the Content (including
any software or the Services) or Information,
You represent that You are not in a country where
such export is prohibited or are not a person
or entity to which such export is prohibited.
You are solely responsible for compliance with
the laws of Your local jurisdiction and any other
applicable laws regarding the import, export,
or re-export of the Content (including any software
or the Services).
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15. Forward Looking Statements
Except for historical information contained
herein, the statements made in this Web Site constitute
forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of
1934. Such forward-looking statements involve
certain risks and uncertainties, including statements
regarding the intent, belief or current expectations
of Orbital and its management regarding the company's
strategic directions, prospects and future results.
Certain factors may cause actual results to differ
materially from those contained in the forward-looking
statements, including economic and other conditions
in the markets in which we operate, our competitive
environment, long-term regulatory, economic and
other effects from the events of September 11,
2001, strikes, work stoppages and slowdowns, governmental
regulation, increases in aviation and motor fuel
prices, cyclical and seasonal fluctuations in
our operating results, and other risks discussed
in the company's filings with the Securities and
Exchange Commission, which discussions are incorporated
herein by reference.
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16. Jurisdiction
TO THE FULLEST EXTENT PERMITTED BY LAW,
YOU HEREBY EXPRESSLY AGREE THAT ANY PROCEEDING
ARISING OUT OF OR RELATING TO YOUR USE OF THE
WEB SITE, THE Orbital SYSTEMS, INFORMATION, SERVICES
AND CONTENT SHALL BE INSTITUTED IN A STATE OR
FEDERAL COURT SITTING IN THE COUNTY OF FULTON,
STATE OF GEORGIA, UNITED STATES OF AMERICA AND
YOU EXPRESSLY WAIVE ANY OBJECTION THAT YOU MAY
HAVE NOW OR HEREAFTER TO THE LAYING OF THE VENUE
OR TO THE JURISDICTION OF ANY SUCH PROCEEDING.
YOU AGREE THAT ANY CLAIM OR CAUSE OF ACTION ARISING
OUT OF OR RELATED TO YOUR USE OF THE WEB SITE,
THE Orbital SYSTEMS, INFORMATION, SERVICES AND/OR
CONTENT MUST BE FILED WITHIN ONE (1) YEAR AFTER
SUCH CLAIM OR CAUSE OF ACTION AROSE.
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17. Governing Law and Language
To the fullest extent permitted by law,
these Terms of Use are governed by the internal
substantive laws of the State of Georgia, U.S.A.
excluding (i) Georgia's conflicts of laws
principles; (ii) the United Nations Convention
on Contracts for the International Sale of Goods;
(iii) the 1974 Convention on the Limitation
Period in the International Sale of Goods; and
(iv) the Protocol amending the 1974 Convention,
done at Vienna April 11, 1980.
To the fullest extent permitted by law, the controlling
language for these Terms of Use is English.
Any translation has been provided for Your convenience,
and You may view the English language version
by (a) returning to the home page for the country
that You have selected, (b) selecting the English
link at the top of the page, and (c) then clicking
on the link to the Web Site Terms of Use located
at the bottom of the page.
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18. General
You may not assign these Terms of Use or
any of Your interests, rights or obligations under
these Terms of Use. If any
provision of these Terms of Use is found to be
invalid by any court having competent jurisdiction,
the invalidity of such provision shall not affect
the validity of the remaining provisions of these
Terms of Use, which shall remain in full force
and effect. No waiver of any
of these Terms of Use shall be deemed a further
or continuing waiver of such term or condition
or any other term or condition.
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19. Written Document
You may preserve these Terms of Use in written
form by printing them for Your records, and You
waive any other requirement that these Terms of
Use be evidenced by a written document.
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20. Complete Agreement
EXCEPT AS EXPRESSLY PROVIDED IN A SEPARATE
LICENSE, SERVICE OR OTHER WRITTEN AGREEMENT BETWEEN
YOU AND Orbital OR IN THE APPLICABLE Orbital RATE AND
SERVICE GUIDE OR Orbital TARIFF, THESE TERMS OF USE
CONSTITUTE THE ENTIRE AGREEMENT BETWEEN YOU AND
Orbital WITH RESPECT TO THE USE OF THE WEB SITE, THE
Orbital SYSTEMS, AND ANY SOFTWARE OR SERVICE, INFORMATION
AND CONTENT CONTAINED THEREIN, AND SUPERSEDE ALL
DISCUSSIONS, COMMUNICATIONS, CONVERSATIONS AND
AGREEMENTS CONCERNING THE SUBJECT MATTER HEREOF.
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21. For Residents of Quebec
The parties declare that they have required
that these Terms of Use and all documents related
hereto, either present or future, be drawn up
in the English language only.
Les parties déclarent par les présentes
qu'ils exigent que cette entente et tous les documents
y afférents, soit pour le présent ou l'avenir,
soient rédigés en langue anglaise seulement.
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22. Customer Service
Questions or comments regarding
the Web Site may be submitted to Orbital Customer
Service. |
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