Terms Of Use

Effective Date: October 12, 2022

These Terms of Use and our Privacy Policy, as each is amended from time to time, as well as any other rules and restrictions set forth on this Website, apply to you when you view, access, or otherwise use the website located at www.propellerindustries.com (“Website”).

The Website is owned by Propeller Industries, LLC (“PROPELLER”), a Delaware Limited Liability Company, with offices at 110 William Street, Suite 2200, New York, NY 10038 (United States) and for the purposes of these Terms of Use, the terms “we,” “us,” “our,” and “PROPELLER,” refer to Propeller Industries, LLC and its affiliates. “You” refers to you, as a user of this Website. By using the Website, you are acknowledging that you are the age of consent in your location, or you have the consent of a legal parent or guardian, and that you have read, understand, and agree, without limitation or qualification, to be bound by these Terms of Use. If you do not agree with these Terms of Use, you do not have the right to access or otherwise use the Website and, accordingly, you should not do so.

These Terms of Use include a release by you of all claims for damages against us that may arise out of your use of the Website. By using the Website, you are agreeing to this release. You agree that each visit to the Website shall be subject to the then-current Terms of Use available on the Website. Accordingly, you should check these Terms of Use periodically for changes prior to using the Website.

PROPELLER maintains this Website for your information, education, and communication. You may download material displayed on the Website for viewing in a web browser for personal, noncommercial use only, provided you also retain all copyright and other proprietary notices contained on the materials. You may not, for any reason, distribute, modify, duplicate, transmit, reuse, repost, or use the content of the Website for public or commercial purposes, including the text, images, audio, and video without PROPELLER’s prior written permission.

I. USE OF THE WEBSITE AND CONTENT PERMISSION TO USE THE WEBSITE

Your use of the Website is subject to the terms and conditions in these Terms of Use, and includes the limitations set forth below.

LIMITATIONS ON USE OF WEBSITE

You agree that your use of the Website is subject to the following limitations:

• You agree not to distribute in any medium any part of the Website without our prior written consent.

• You agree not to alter or modify any portion of the Website except for content that you provide to the Website that is designated as editable by visual indications on the Website.

• You agree not to copy, reproduce, distribute, display portions of, or link to this Website contained hereon for public or commercial purposes without our prior express written consent (including, but not limited to, the sale of advertising on the Website, or the use of the Website to generate advertising or subscription revenue, or the use of the Website to promote other websites or the services of other persons).

• You agree to use the Website only for lawful, personal, and informational purposes, and you agree that you will not use the Website in any manner which violates any applicable local, state, national, or international law, or the intellectual property or proprietary rights of any third party.

• You agree not to interrupt or attempt to interrupt the operation of the Website. You agree not to use the Website in any manner designed to degrade the performance or functioning of the Website. You agree not to post or transmit into or on the Website any information or software that contains a virus, bug, worm, Trojan horse, or other harmful or disruptive element. You agree not to use any automated tool, such as a web scraping tool, a bot, or web robot, or web automation, to mine the Website for information or to fill out forms on the Website. You also agree that the web and email servers maintained by PROPELLER and the emails associated with the domain cannot be used for the delivery of unsolicited bulk email or for any malicious or unlawful purpose.

• You agree not to post or transmit into or on the Website any unlawful, fraudulent, threatening, harassing, abusive, libelous, defamatory, obscene, or otherwise objectionable or harmful information of any kind.

• You will not attempt to gain unauthorized access to the Website, or the servers and network associated with the Website. You will not circumvent or attempt to circumvent any security or access control technology implemented on the Website, or the servers and network associated with the Website.

You should assume that everything you see or read on this Website may not be used except as provided in these Terms of Use or in the text on the Website, without the written permission of PROPELLER. PROPELLER reserves the right to suspend or discontinue access to all or any portion of the Website at any time. Without limiting the preceding sentence, we reserve the right to limit or deny you access to the Website or take other appropriate action if you violate these Terms of Use or engage in any activity that violates the rights of any person or entity or which we deem unlawful, offensive, abusive, harmful, or malicious. Except as otherwise permitted herein, you may not reproduce, distribute, modify, copy, publish, display, transmit, adapt, upload, create derivative works of, post, or in any way exploit the Website in any manner or for any purpose.

OWNERSHIP AND COPYRIGHT PROTECTION

The Website and all content, information, data or materials available on the Website (“Content”) contained thereon is protected by copyright as a collective work under United States copyright laws, and is owned or controlled by, or licensed to, PROPELLER or the party listed as the provider of the applicable Content. The Website and all Content is provided “as is” solely for your personal use and informational purposes. UNAUTHORIZED COPYING, REPRODUCTION, DISTRIBUTION, MODIFICATION, PUBLISHING, DISPLAY, ADAPTING, UPLOADING, CREATING DERIVATIVE WORKS, POSTING, OR TRANSMITTING OF ANY OF THE CONTENT IS PROHIBITED. PROPELLER reserves all rights not expressly granted in and to the Website and the Content on behalf of itself or its licensors. In downloading any materials from the Website in accordance with the limited rights granted under these Terms of Use, you agree to maintain and abide by all copyright, trademark, and other notices contained in such Content, or if none, you agree to abide by the following copyright and trademark notice with respect to such downloaded materials: Any communication or material you transmit to the Website, such as questions, comments, suggestions or the like, will be owned by PROPELLER. The materials of this Website are protected by Copyright and Trademark Laws of the US and other countries and are owned by, or licensed to, PROPELLER. All content of the Website is owned or controlled by PROPELLER. You may download content only for your personal use for non-commercial purposes, but no modification or further reproduction of the content is permitted. The contents of the Website, including any images, text, executable code, and layout design may not be distributed, reproduced, publicly displayed, downloaded, modified, reused, reposted, reverse engineered, commercialized, or otherwise used or exploited including for competitive research purposes, without the express prior written permission of PROPELLER, except as otherwise provided herein. PROPELLER neither warrants nor represents that your use of materials displayed on the Website will not infringe rights of third parties not owned by or affiliated with PROPELLER.

DMCA POLICY

PROPELLER respects the intellectual property rights of others. In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at https://www.copyright.gov/legislation/dmca.pdf, PROPELLER will respond expeditiously to claims of copyright infringement committed using the PROPELLER Website if such claims are reported to PROPELLER’s Designated Copyright Agent identified in the sample notice below.

If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Website by completing the following DMCA Notice of Alleged Infringement and delivering it to PROPELLER’s Designated Copyright Agent. Upon receipt of Notice as described below, PROPELLER will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the Website.

DMCA NOTICE OF ALLEGED INFRINGEMENT (“NOTICE”)

Identify the copyrighted work that you claim has been infringed, or – if multiple copyrighted works are covered by this Notice – you may provide a representative list of the copyrighted works that you claim have been infringed.

Identify the material or link you claim is infringing (or the subject of infringing activity) and to which access is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Website or the exact location where such material may be found.

Provide your company affiliation (if applicable), mailing address, telephone number, and, if available, email address.

Include both of the following statements in the body of the Notice:

“I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent or the law (e.g., as a fair use)”.

“I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of, the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”

Provide your full legal name and your electronic or physical signature. Deliver this Notice, with all items completed, to PROPELLER’s Designated Copyright Agent:

To: PROPELLER Copyright Agent at [email protected]

USE OF IMAGES

Images of people or places displayed on the Website are either the property of, or used with permission by, PROPELLER. The use of these images by you, or anyone else authorized by you, is prohibited unless specifically permitted by these Terms of Use or specific permission provided elsewhere on the Website. Any unauthorized use of the images may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. No use of any other images may be made without the prior written authorization of the owners of this Website, except to identify the products or services of PROPELLER.

TRADEMARKS

PROPELLER’s logo is a trademark of PROPELLER. In addition, all trademarks, trade names, logos, taglines, service marks, trade dress, designs, and products (collectively the “Trademarks”) displayed on the Website, whether marked or unmarked, are US and internationally registered and/or unregistered Trademarks of PROPELLER or their respective owner. Nothing contained on the Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademarks displayed on the Website other than display of the Website in a browser for individual use without the written permission of PROPELLER or such third party that may own the Trademarks displayed on the Website. Your use of the Trademarks displayed on the Website, or any other content on the Website, except as provided in these Terms of Use, is strictly prohibited. Other marks, product names, and company names appearing on the Website are trademarks and/or service marks of PROPELLER and/or their respective owners and are protected by law. PROPELLER marks may be used publicly only with permission from PROPELLER. Fair use of the trademarks and service marks requires proper acknowledgment in accordance with the above copyright and trademark notice.

LINKS TO OTHER WEBSITES

Links may appear on the Website to third party website(s) which are not owned or operated by PROPELLER (“Linked Websites”). These links are provided solely as a courtesy to our website visitors. PROPELLER reserves the right to add, change, decline, or remove any link at any time. Each Linked Website may have an individual privacy policy and/or terms of use, which govern your use of and access to such Linked Website, and we recommend that you review the policies applicable to the Linked Website prior to your use of such Linked Website. PROPELLER is not responsible for and does not endorse or warrant in any way any materials, information, goods, or services available through Linked Website or any privacy or other practices of such Linked Website.

II. PRIVACY POLICY

In addition to these Terms of Use, your use of and access to the Website is also subject to our Privacy Policy which can be found here: https://www.propellerindustries.com/privacy-policy.

ACCURACY AND SCOPE OF CONTENT ON WEBSITE

PROPELLER strives to provide updated information on the Website. However, PROPELLER does not warrant that descriptions and information on the Website are complete or free from error. PROPELLER has no obligation to update the Website, and there is a possibility that Content may be out of date. PROPELLER shall not be liable for any damages or injury resulting from your access to, or inability to access, the Website, or from your reliance on any information provided at this Website.

III.      DISCLAIMERS OF LIABILITY, NO WARRANTY

DISCLAIMERS OF LIABILITY; NO WARRANTY

THE WEBSITE MAY CONTAIN ERRORS AND DEFECTS OR MAY SUFFER INTERMITTENT DOWNTIME AND IS PROVIDED “AS IS,” “AS-AVAILABLE,” WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, PROPELLER AND ITS AFFILIATES, LICENSORS, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (COLLECTIVELY REFERRED TO AS “PROPELLER” FOR THE PURPOSES OF THIS SECTION) HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE WEBSITE,  WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY; SATISFACTORY QUALITY; FITNESS FOR A PARTICULAR PURPOSE; NON-INFRINGEMENT OF THIRD-PARTY RIGHTS; THAT ACCESS TO OR OPERATION OF THE WEBSITE WILL BE UNINTERRUPTED, VIRUS FREE, OR ERROR FREE; THAT THE WEBSITE AND OUR SERVERS ARE SECURE; OR AS TO THE ACCURACY, RELIABILITY, QUALITY, OR CONTENT OF ANY INFORMATION, SERVICE, OR PRODUCT PROVIDED ON OR THROUGH THE WEBSITE; AS WELL AS ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; PROVIDED THAT THIS SECTION SHALL NOT OPERATE TO EXCLUDE OR DISCLAIM THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THESE TERMS OF USE. USE OF THE WEBSITE IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF ANY FILES, INFORMATION, CONTENT, OR OTHER MATERIAL ACCESSED THROUGH OR OBTAINED BY MEANS OF THE WEBSITE.

LIMITATION OF LIABILITY

PROPELLER SHALL NOT BE LIABLE TO YOU FOR PERSONAL INJURY, OR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OR INTERRUPTION OF BUSINESS, LOSS OF DATA, LOSS OF GOODWILL, OR LOST PROFITS) UNDER ANY THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS OF USE, EVEN IF PROPELLER HAS BEEN ADVISED OF THE RISK OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE WEBSITE AND/OR CONTENT IS TO CEASE ALL OF YOUR USE OF THE WEBSITE.

Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions the above limitations and exclusions may not apply to you. In such states or jurisdictions, PROPELLER’s liability is limited to the extent permitted by law, thereby minimizing PROPELLER’s liability to you to the lowest amount permitted by applicable law.

INDEMNIFICATION; WAIVER OF CERTAIN ACTIONS

You agree to defend, indemnify, and hold us harmless for any losses, damages, judgments, penalties, fees, fines, interest, or costs, including without limitation, reasonable attorneys’ fees (“Losses”), resulting from any claim, cause of action, proceeding, administrative action or demand (“Claims”) brought or asserted by a third party resulting from your use of or access to the Website, your violation of any third-party proprietary or other rights, or breach of these Terms of Use. You also agree to indemnify us for any Losses and Claims, resulting from your use of software robots, spiders, crawlers, or similar data gathering and extraction tools, or any other action you take that imposes an unreasonable burden or load on our infrastructure.

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, YOU HEREBY WAIVE YOUR RIGHT TO A JURY TRIAL AND ANY RIGHT TO PARTICIPATE IN ANY CLASS ACTION SUIT AGAINST PROPELLER IN CONNECTION WITH YOUR USE OF THE WEBSITE INCLUDING WITH RESPECT TO ANY CLAIMS UNDER THE AMERICANS WITH DISABILITIES ACT.

IV. GOVERNING LAW; DISPUTE RESOLUTION

DISPUTE RESOLUTION; VENUE

You and PROPELLER agree that we will first attempt to resolve any legal or equitable claim relating to these Terms of Use (referred to as a “Claim”) informally. Accordingly, neither of us may start a formal proceeding (except for Claims involving any violation of the federal trademark or copyright laws, or for injunctive relief) for at least 30 days after one of us notifies the other of a Claim in writing. You will send your notice to Propeller Industries, LLC, at [email protected]  If we cannot resolve a Claim informally, you and PROPELLER each agree to submit to personal jurisdiction in the State of New York and agree that any and all Claims either of us asserts shall be exclusively brought in the appropriate New York or federal court in New York, provided that neither you nor PROPELLER shall be precluded from filing a Claim in New York small claims court for disputes within the small claims court jurisdictional level.

GOVERNING LAW AND JURISDICTIONAL ISSUES

These Terms of Use and your use of the Website are governed in all respects by the substantive laws of the State of New York and of the United States of America. The Website is intended for and directed to residents of the United States and all information, advertising, and claims contained on the Website are valid in and applicable only to the United States.

V.  MISCELLANEOUS

ENTIRE AGREEMENT, ASSIGNMENT, AND INTERPRETATION

These Terms of Use are the complete and exclusive agreement between you and PROPELLER, and they supersede all prior or contemporaneous, oral or written, proposals, understandings, representations, conditions, warranties, and all other communications between you and PROPELLER. These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by PROPELLER without restriction. This agreement may not be explained or supplemented by any prior course of dealings or trade by custom or usage. The section headings used herein are for convenience only and shall not affect the interpretation of these Terms of Use. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If any provision of these Terms of Use shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

CONTACT US

If you have any questions, comments, or concerns about these Terms of Use and/or the Website, please send an email to [email protected] However, please note that communications made to that address or through the Website’s email and messaging systems shall not be deemed to constitute legal notice to PROPELLER or any of its officers, employees, agents, or representatives in any situation where notice to PROPELLER is required by contract or any law or regulation. The Website is © 2022 Propeller Industries, LLC, the PROPELLER logo and all other associated trademarks and logos used on the Website are trademarks of Propeller Industries, LLC. Other company and product names used herein are properties of their respective owners. All rights reserved.