Effective: November 1, 2011
Site Terms and Conditions
All use of online web pages at websites offered by Acuity Brands, Inc. or its subsidiaries or affiliated companies (“Acuity Brands”) located in the United States to which these terms and conditions are linked (“Site”), and any information and content included in the Site, is subject to the terms and conditions set forth below. By accessing, browsing and/or using the pages in this Site, you (collectively, “Site User,” "You" or "Your") agree to these site terms and conditions ("Site Terms and Conditions"), and You represent that You are 18 years old or older. You should not attempt to access, browse or use the Site if You are not willing to be bound by and abide by these Site Terms and Conditions.
Section 1: Site
The Site may allow You to post photographs, graphics, designs, videos, remarks, comments, information and other materials regarding lighting products, lighting projects, and related topics ("Content"). The Site also contains Content entered into the Site by employees and authorized representatives of Acuity Brands (“Acuity Content”), and may contain Content entered into the Site by other persons (“Other Content”).
The ownership rights in the Content posted by You (“Your Content”), the Acuity Content and the Other Content are described below. Participation in the Site as a Site User does not provide You with any ownership right in this Site, except as expressly provided in these Site Terms and Conditions. Except as otherwise expressly provided herein, all intellectual property rights associated with this Site – including, without limitation, Site presentation, Site organization and structure, visuals and graphics; user navigation; programming; software code; any copyrighted, trademarked and patented information and processes – are retained and reserved by Acuity Brands and are Acuity Brands’ sole and exclusive property.
Section 2: Your Content and Other Content
By posting Your Content on the Site, You are granting Acuity Brands a non-exclusive, irrevocable, royalty-free, perpetual, and worldwide license to use Your Content, in accordance with these Site Terms and Conditions, including any ideas, know-how or techniques contained therein, without (i) restrictions of any kind, (ii) any payment or other consideration of any kind, or (iii) permission or notification to You or any third party. This license shall include, without limitation, the right to use, sell, reproduce, prepare derivative works, combine with other works, alter, translate, distribute copies, transmit, display, perform, license or sub-license Your Content (in whole or in part), including all rights therein, in the name of Acuity Brands or its designees throughout the world, in perpetuity in any manner and in any or media now or hereafter known. For this reason, do not send us any comments that You do not wish to license to us, including any business or technical information that You may consider confidential or proprietary, such as new product or service ideas or information about Your own business plans or any original creative materials, such as computer code or designs. In addition, You grant Acuity Brands the right to include the name provided along with Your Content submitted by You.
You are responsible for Your Content entered into the Site. Acuity Brands has no responsibility for Your Content or Other Content, including the content of any messages or information posted by You or others, or for the content of any linked information. You understand and agree that Acuity Brands does not monitor Your Content or Other Content, however, Acuity Brands retains the right, which it may or may not exercise in its sole discretion, to review, edit, or delete Your Content or Other Content which Acuity Brands deems to be illegal, offensive, in violation of these Site Terms and Conditions or otherwise inappropriate.
By posting Your Content to the Site, You hereby represent and warrant that (i) You either own or control all of the rights to Your Content or anything contained therein; (ii) You have obtained permission from the owner or appropriate rights holder of Your Content to use and submit such Content, including without limitation, to allow Acuity Brands to use Your Content in accordance with these Site Terms and Conditions; (iii) You have received all necessary permissions from any person mentioned, identified or depicted in Your Content to submit such information to the Site in accordance with these Site Terms and Conditions; and (iv) Your Content and anything contained therein will not otherwise infringe any intellectual property or other right(s) of a third party. You further agree that You have not been compensated nor granted any consideration by any third party for the Your Content.
Section 3: Acuity Content License and Restrictions
The Acuity Content provided in the Site represents valuable proprietary and intellectual property of Acuity Brands or its licensors. Such Acuity Content is protected by any and all applicable international, federal, and state laws, rules, orders and regulations relating to intellectual or proprietary property. You agree not to reproduce, distribute, display, revise, create derivatives of, copy, publish, sell, license, or edit any Acuity Content, except as expressly permitted in these Site Terms and Conditions. Subject to these Site Terms and Conditions, Acuity Brands grants You the limited, nonassignable, nontransferable license to use the Acuity Content, features and services provided by Acuity Brands on this Site, solely in connection with the Site and solely for Your personal, non-commercial use, and to upload Your Content to the Site. You agree to maintain and abide by any trademark, copyright or other proprietary notices on the Acuity Content and that are provided in these Site Terms and Conditions. Other than as specifically directed and allowed on the Site, any attempt to download, or to print, publish or maintain a significant portion of Acuity Content from the Site, to distribute copies of such Acuity Content, to modify or reuse the Acuity Content or to otherwise exploit the Acuity Content in violation of the intellectual property or proprietary rights of Acuity or others is strictly prohibited by these Site Terms and Conditions. Except as expressly permitted in this Section, You shall have no right to use any brand, logo, trademark or other mark of Acuity Brands or any Acuity Brands subsidiary or business division, without the express written permission of an authorized Acuity Brands representative.
Section 4: Copyright Complaint Policy
If You believe in good faith that any Acuity Content or Other Content infringes your copyright, please notify Acuity Brands and provide the written information requested below:
Clear identification of the copyrighted work or other intellectual property You claim was infringed.
Clear identification of the Acuity Content or Other Content You claim is infringing the copyrighted work, and information that will allow us to locate that material on the Site, such as a link to the infringing material.
A statement by You that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
A statement by You declaring under penalty of perjury that (a) the above information in Your notice is accurate, and (b) that You are the owner, or are authorized to act on behalf of the owner, of the copyright interest involved.
Your contact information so that we may contact You, preferably including an email address and telephone number.
Your physical or electronic signature.
Notices of claims of copyright infringement on this website should be emailed or mailed to:
Acuity Brands Lighting, Inc.
1400 Lester Road
Conyers, Georgia 30012
Phone Number: 770.922.9000
Fax Number: 770.785.9511
We will review and address all notices that comply with the requirements above.
In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, Acuity Brands will terminate, in appropriate circumstances and at Acuity Brand’s sole discretion, access by users who are deemed to be repeat infringers. Acuity Brands may also at its sole discretion limit access to the Site of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement. If You receive an infringement notice from Acuity Brands, You may provide counter-notification in writing to the agent designated above, in accordance with the provisions of the DMCA.
Section 6: Use of the Site
Without serving as limitation, You agree to comply with all notices, instructions and rules posted on the Site.
You agree not to use the Site for any unlawful purpose or in anyway that might harm, damage, or disparage any other party. Without limiting the preceding and by way of example, You agree not to:
- Threaten, harass, abuse, slander, defame or otherwise violate the legal rights (such as rights of privacy and publicity) of others;
- Publish, distribute or disseminate any inappropriate, profane, vulgar, defamatory, infringing, obscene, tortious, indecent, unlawful, immoral or otherwise objectionable material or information;
- Create a false identity, or impersonate another for the purpose of misleading others as to the identity of the sender or the origin of any of Your Content or Other Content, including, but not limited to, forging headers or manipulating identifiers or providing misleading information to any feedback system employed through the Site;
- Transmit or upload any material that contains viruses, Trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious software programs;
- Interfere with or disrupt the Site, networks or servers connected to the Site or violate the regulations, policies or procedures of such networks or servers;
- Attempt to gain unauthorized access to the Site, logins and passwords of others, or computer systems and networks connected to the Site, through hacking, password mining or any other means;
- Permit anyone other than You to gain access to or use the Site, or Your logins and passwords;
- Upload, post or otherwise transmit any information or content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
- Upload, post or otherwise transmit any content that You do not have the right to make available under any law or under contractual or fiduciary relationships (such as inside information or confidential information learned from Your employer or under confidentiality agreements);
- Upload, post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation (commercial or otherwise);
- Upload, post or otherwise transmit any material that is harmful to minors;
- Use the Site in any manner whatsoever that could lead to a violation of any federal, state or local laws, rules or regulations;
- Reverse engineer, decompile or disassemble the Site of any of the software that is a part of the Site;
- Interfere with, attempt to interfere with or otherwise disrupt the proper working of the Site, any activities conducted on or through the Site or any servers or networks connected to the Site, or violate any measure employed to limit or prevent access to the Site or its content; or
- Take or attempt any action that, in the sole discretion of the Site imposes or may impose an unreasonable or disproportionately large load or burden on the Site or the infrastructure of the Site.
Section 7: Links to and/or from the Site
From time to time, the Site may contain links to third-party web sites not controlled by Acuity Brands. Acuity Brands provides such links as a convenience to You, and in no way endorses such third party sites. You acknowledge and agree that Acuity Brands is not responsible for any aspect of the information or content contained on any third party sites accessible or linked to the Site. You agree not to "frame" or "mirror" any content or information contained on or accessible from the Site without the prior written approval of Acuity Brands or its licensors, as may be appropriate. If You wish to provide a link to this Site, You may do so under the terms and conditions of these Site Terms and Conditions, but You may not use or replicate Acuity Content; You agree not to create a browser, border environment or frame for Acuity Content; You may not imply that Acuity Brands is endorsing You or Your products or services; You may not misrepresent your relationship with Acuity Brands; You may not present false information about Acuity Brands products or services; and Your linked Web site may not contain content that could be construed as distasteful, offensive or controversial, and/or contain content that is not appropriate for all age, racial, religious or other groups protected by law. If You violate these promises, You agree to be responsible for all claims, costs, losses, expenses, damages and liabilities associated with such acts or omissions and indemnify and hold Acuity Brands harmless as provided below, and You agree to remove any link to this Site immediately upon the request of Acuity Brands.
Section 8: Logins and Passwords
As part of an applicable registration process, You may be required to create a screen name and password (“Login and Password Information”) and provide Acuity Brands with accurate, complete and updated registration information to use the Site. Failure to do so, if required, constitutes a breach of these Site Terms and Conditions, which may result in immediate termination of Your access. You are solely responsible for maintaining the privacy and security of the Login and Password Information and therefore You will be responsible for all actions on the Site that occur through the use of Your Login and Password Information until forty-eight (48) hours after You notify Acuity Brands pursuant to the notice provisions hereunder, that such information must be changed or discontinued. You agree to immediately notify Acuity Brands by e-mail at email@example.com of any potential breaches of secrecy of the Login and Password Information.
Section 9: Indemnity
You agree to indemnify and hold harmless Acuity Brands, its directors, officers, employees, agents and contractors, from all damages, injuries, liabilities, costs, fees and expenses (including, but not limited to legal and accounting fees) arising from or resulting from all demands, lawsuits, claims, causes of action, and proceedings ("Claims") arising from or in any way relating to each of the following: (i) Your use of the Site, (ii) content that You submit, post, or otherwise transmit to the Site, or that is submitted with the use of Your screen name or password, including without limitation via e-mail to Acuity Brands, (iii) Your violation of these Site Terms and Conditions or (iv) Your misuse of the Site. Acuity Brands shall notify You promptly of any such Claim and may, at its sole discretion, assist You, at Your sole expense, in defending any such Claim. Notwithstanding the foregoing, You shall keep Acuity Brands informed of the progress of any such Claim, and You shall not have the authority to admit any liability on the part of Acuity Brands in connection with any such Claim and shall not enter into a settlement or resolution which admits liability or fault on the part of Acuity Brands or fails to release Acuity Brands from all claims and liability. If You fail to act against such Claims as provided herein, or Acuity Brands otherwise reasonably believes that its position is or will be compromised through Your defense of the Claim, Acuity Brands shall have the right to take appropriate legal action and You shall pay all expenses actually and reasonably incurred in connection therewith.
Section 10: No Warranty
Acuity Brands does not warrant that, and Acuity Brands is not obligated to ensure that, this Site will operate free from error, delay or downtime or that this Site or the information and content on this Site are free of computer viruses and other harmful codes. If Your use of the Site results in the need for servicing or replacing or recovering equipment, software or data, Acuity Brands is not responsible for those costs.
You agree that use of the Site is at Your own risk. The Site and all information, including the Acuity Content and Other Content, on the Site are provided on an "as is" basis without warranty of any kind. Except as otherwise expressed herein, to the fullest extent permitted by law, Acuity Brands disclaims all warranties, expressed or implied, including, but not limited to, the implied warranties of merchantability, noninfringement, quiet enjoyment, title, and fitness for particular purpose. Acuity Brands makes no warranties about the accuracy, noninfringement, reliability, completeness, or timeliness of the content or information provided on the Site. Acuity Brands makes no warranties that the Site will be available at or for any specific time, available in any specific location or jurisdiction.
Section 11: Limitation of Liability
You acknowledge and agree that in no event will Acuity Brands, its officers, directors, shareholders, employees or agents be liable to You or any of Your employees, contractors or agents for any indirect, consequential, incidental, special, exemplary or punitive damages, or for any loss of profits, business, or revenue, or any loss of data, content or information, regardless of whether Acuity Brands was advised of the possibility or likelihood of such damages or costs occurring, and whether such liability is based on contract, tort, warranty, negligence, strict liability, products liability or otherwise. Direct damages related to use of the Site shall not exceed $100. As otherwise permitted by applicable law, You hereby waive any state law that limits or prohibits a general release of liability. Some states or jurisdictions do not allow the exclusion or limitation of certain damages or the disclaimer of certain warranties. The limitations and disclaimers provided in these Site Terms and Conditions are intended to apply to the fullest extent allowable under applicable law.
Section 12: Release
In the event of any dispute arising between You and another Site visitor or visitors arising out of or related to Your use of the Site, You hereby release and hold harmless Acuity Brands, its affiliates, partners, officers, employees and attorneys from any and all claims, damages or costs that may arise in connection with any claims, losses and damages of any kind (including, without limitation, actual, special, incidental and consequential), known and unknown, disclosed and undisclosed, arising out of or in any way connected with such dispute regardless of whether Acuity Brands was advised of the possibility or likelihood of such damages or costs occurring, and whether such liability is based on contract, tort, warranty, negligence, strict liability, products liability or otherwise.
Section 13: Termination
These Site Terms and Conditions will continue until terminated by either Acuity Brands or You. You may terminate Your access rights to the Site at any time by discontinuing use of the Site and providing notice to Acuity Brands. Acuity Brands may discontinue or change the Site or deny or revoke Your access to this Site, or any part thereof, at any time in its sole discretion, with or without cause.
Upon termination of these Site Terms and Conditions, all Sections of these Site Terms and Conditions shall remain in full force and effect except for the Content License and Restrictions section and the Logins and Passwords section.
Section 14: Notices
Except as provided in Sections 4 and 8, all notices required to be given to Acuity Brands hereunder shall be sent by certified mail or nationally recognized overnight courier to:
Acuity Brands Lighting, Inc.
1400 Lester Road
Conyers, Georgia 30012
All notices required to be given to You hereunder may be posted on the Site or delivered to the e-mail address You provided to Acuity Brands at the time of registration, and as changed by You from time to time, and shall be effective upon posting and/or delivery, whichever occurs first.
Section 15: Governing Law and Jurisdiction
These Site Terms and Conditions shall be exclusively construed, governed and enforced under the laws of the U.S. and the State of Georgia (without regard to rules governing conflict of laws). You agree that the exclusive venue for all actions, relating in any manner to these Site Terms and Conditions or use of the Site, shall only be in a federal or state court of competent jurisdiction located in Fulton County, Georgia. You hereby consent and submit to the in personam jurisdiction of such courts, and to the extent permitted by law, hereby consent that all services of process may be made by any nationally recognized overnight courier, or first class mail, postage prepaid and return receipt requested. You waive any objection based on forum non conveniens and waive any objection to venue of any action instituted hereunder to the extent that an action is brought in the courts identified above. You agree that a final judgment in any such action shall be conclusive and may be enforced in any other jurisdiction in any manner provided by law.
Section 16: Force Majeure
Acuity Brands shall not be liable for delay in any of its performance hereunder due to causes beyond its reasonable control, including but not limited to, an act of God, war, natural disaster, governmental regulations, communication or utility failures or casualties, or the failures or acts of third parties.
Section 17: Entire Agreement
Section 18: Assignment
Except as otherwise provided therein, You may not assign Your rights or obligations under these Site Terms and Conditions, including without limitation through any change of control or by operation of law, in whole or in part, without the prior written consent of Acuity Brands. Acuity Brands may freely assign any or all of its rights and obligations under these Site Terms and Conditions, in whole or in part for any reason. Subject to the foregoing restrictions, these Site Terms and Conditions will be binding on, inure to the benefit of and be enforceable against the parties and their respective successors and assigns.
Section 19: Miscellaneous
Section 20: Compliance with Applicable Laws
General Laws: You agree to comply with all applicable federal, state and local laws, statutes and regulations in the performance of their obligations under these Site Terms and Conditions.