TERMS OF USE

Introduction

Access to and use of this Website is provided by SDL plc subject to the following terms:

1. By using the Website you agree to be legally bound by these terms, which shall take effect immediately on your fist use of the Website. If you do not agree to be legally bound by all the following terms, please do not access and/or use the Website.

2. SDL may change these terms at any time by posting changes online. Please review these terms regularly to ensure you are aware of any changes made by SDL. Your continued use of the Website after changes are posted means you agree to be legally bound by these terms as updated and/or amended.

Use of the Website

3. You agree to use the Website only for lawful purposes, and in any way that does not infringe the rights of, restrict or inhibit anyone else's use and enjoyment of the Website.

4. As used in these Terms," "you" or "your" shall include the company or other entity with which you are employed or otherwise affiliated, to the extent such entity owns or otherwise has rights in the ideas, comments, concepts, submissions, opinions, reviews and any other content you submit for posting ("Contributions"). You represent that you are authorized by your company to submit your Contributions for posting. You may choose to post your Contributions anonymously.

5. Where you are invited to submit any Contributions to the Website, you agree, by submitting your Contribution, to grant SDL a perpetual, fully paid-up, royalty-free, non-exclusive, transferable (only to a successor of SDL by way of merger, acquisition or corporate reorganization), sub-licensable right and license to use, reproduce, modify, adapt, publish, translate, create derivate works from, distribute, perform, play, make available to the public, and exercise all copyright and publicity rights with respect to your contribution worldwide and/or to incorporate your contribution in other words in any media now known or later developed for the full term of any rights that may exist in your contribution (together the "Purpose"), and in accordance with privacy restrictions set out in SDL's Privacy Policy. If you do not want to grant to SDL the rights set out above, please do not submit your contribution to the Website.

6. Further to paragraph 5, by submitting your contribution to the Website, you:

" warrant that your Contribution is your original work and that you have the right to make it available to SDL for the Purpose; is not defamatory; and does not infringe any law; and
" agree to indemnify SDL against all legal fess, damages and other expenses that may be incurred by SDL as a result of your breach of the above warranty; and
" waive any moral rights in your contribution for the purposes of its submission to and publication on the Website and the Purposes.

7. To the extent you possess now or in the future any copyright, patent or other intellectual property rights that may be infringed by the operation of the Website (excluding the content of individual Contributions), you hereby grant to SDL a perpetual, fully paid-up, royalty-free, non-exclusive, transferable (only to a successor of SDL by way of merger, acquisition or corporate reorganization), sub-licensable right and license to all such rights with respect to the operation of the Website as it may be modified from time to time.

8. You acknowledge that anything posted on the Website by any person, regardless of that person's affiliation or non-affiliation with SDL, reflects only the opinions of the person making the post. In particular, you acknowledge that nothing posted on the Website gives rise in any way to a promise or undertaking by SDL to adopt, or refrain from adopting, any ideas or suggestions or course of action regarding any Contribution and that any reliance upon such postings is solely at your own risk.

9. SDL reserves the right, in its sole discretion and for any reason at any time, to refuse to post, or to suspend or remove, any Contribution to the Website.

Use of Contributions

10. You acknowledge that your Contributions to the Website do not make you a contributing inventor to any inventions that may arise during development by SDL of any products, services or applications implementing your Contributions. Your preceding acknowledgement notwithstanding, in the event that you are determined to be a contributing inventor to an invention based upon your postings on the Website, by SDL in its own discretion or by any court or government agency competent to make such a determination, you promise to: (a) cooperate with SDL in procuring patents to protect the invention; (b) execute all necessary paperwork required to procure patents to the invention on SDL's behalf; and (c) at SDL's request execute any assignments assigning ownership of any patents or patent applications to the invention to SDL.

11. You acknowledge that SDL may, at its sole discretion, elect to develop and market products, services or applications that incorporate Contributions that you submit on the Website, and you agree not to make any claims against SDL or anyone using a product or service marketed by SDL related to the development and offering of such products, services or applications whether your Contributions are adopted, not adopted or adopted but modified in any product, service or application.

12. You waive any intellectual property or other claims you may have now or in the future against SDL or anyone using a product or service marketed by SDL relating to the operation of the Website.

If you breach these Terms:

13. SDL may but has no obligation to pre-screen, verify, edit or moderate the content of Contributions submitted to the Website. SDL and its agents reserve the right to investigate any violation of these Terms and to take appropriate remedial action. SDL has absolute discretion to enforce these Terms, including, but not limited to, warning users of violations, disabling or suspending privileges and/or access, deleting, screening or editing any content, or prohibiting any behaviour that does not comply with these Terms, or which is otherwise inappropriate, harmful, objectionable or inaccurate.

14. SDL may release information concerning your use of the Website when it believes release is appropriate to comply with the law; to enforce or apply these Terms; to protect SDL's rights or property; to protect against fraudulent, abusive or unlawful use of the Website; or if SDL reasonably believes that a situation involving danger of death or serious bodily injury to any person requires disclosure.

15. Deliberate attempts by you or someone on your behalf to evade or circumvent the suspension or termination of your rights to use the Website violates these Terms, constitutes an unlawful trespass to SDL's equipment and systems, and may result in legal action.

16. To report violations of these Terms, please contact the Vice President, Legal and Contracts, SDL plc, Globe House, Clivemont Road Maidenhead, SL6 7DY, England with appropriate details, including your contact information.

Trademarks

17. The names, images and logos identifying SDL or third parties and their products and services are subject to copyright. Design rights and trademarks of SDL and/or third parties. Nothing contained in these terms shall be construed as conferring by implication, estoppel or otherwise any licence or right to use any trademark, patent, design right or copyright of SDL or any other third party.

Disclaimer of Warranties; Limitation of Liability

18. Each third-party content is the sole responsibility of the originator of that content. SDL is not responsible for any third-party content, whether or not it reviewed or moderated such content. You agree to indemnify and hold SDL and its subsidiaries, affiliates, officers, agents, and employees harmless from any claim, including reasonable attorneys fees, made by any third party arising out of Contributions or any other content you submit to or post on the Website, your use of the Website, your violation of these Terms, or your violation of any rights of a third party.

19. You agree that you bear all risks associated with using or relying upon content on the Website. SDL does not in any way warrant the accuracy, reliability, completeness, usefulness, non-infringement, or quality of any Contributions or content on the Website, regardless of who originated that content (including SDL's employees, partners, affiliates or moderators), and hereby disclaims all express and implied warranties, including any implied warranties of merchantability or fitness for a particular purpose, relating to such feature proposals or content. SDL shall not be liable or responsible in any way for any losses or damage of any kind, including lost profits or other indirect or consequential damages, relating to your use of or reliance upon any Contributions or any other content on the Website.

General

20. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between you and SDL. You may not assign your rights or obligations under these Terms, whether by operation of law or otherwise, without SDL's prior written consent. These Terms will be governed by and interpreted in accordance with the laws of England and Wales.