AGREEMENT BETWEEN TECHNOMARK AND USER REGARDING THE TERMS OF USE
FOR ELECTRONIC DOCUMENTS FURNISHED BY WEB SITE, E-MAIL
OR OTHER ELECTRONIC MEDIUM
 
For valuable consideration (including the convenience to User of being allowed to access
Documents electronically, along with the resulting efficiencies and cost savings to be derived and
enjoyed by User), receipt of which is hereby acknowledged, Technomark and User (as defined
herein) agree as follows:
I. GENERAL
1. USE OF SITE AND/OR DOCUMENTS CONSTITUTES AGREEMENT. By clicking “I agree”
(or “I Accept”), or by viewing, using, or downloading any information from this website, from
any E-mail, or from any other electronic storage medium (including without limitation CDs,
DVDs, or “floppy disks”), the User is agreeing to the following:
“I HAVE READ AND UNDERSTAND THE FOLLOWING AGREEMENT AND TERMS
OF USE AND I AGREE TO BE BOUND BY ALL OF ITS TERMS.”
2. INFORMATION REGARDING SITE; USE AGREEMENT. This website and/or E-mail and/or
other electronic storage medium, and all information contained therein, are the property of
Technomark. When the User (as defined herein) chooses to view, download, save, forward, or copy
any of the Documents (as defined herein), the User is agreeing to each and every one of the terms
and conditions of this Agreement between the User and Technomark.
3. CHANGES TO TERMS OF USE. Technomark may change all or any portion of this Agreement at
any time, but if it does so, it will within a reasonable time thereafter post such changes on this
website. The User’s continued use of this website and/or of the Documents now, or following the
posting of notice of any changes in these Terms of Use, will indicate acceptance by the User of
these Terms of Use including any changes or modifications.
4. DEFINITIONS. The following definitions apply to this Agreement:
a. “Documents” means any and all drawings, specifications, instruments of service, and
other documents, data, or information of any kind, including all electronic files and data,
that are: made available to view or download from this website; included as an
attachment to or “link” from an E-mail; or made available via any other electronic storage
medium (including without limitation CDs, DVDs, flash drives/cards or “floppy disks”). The Documents
are not a “product” or a “good” as defined in the Uniform Commercial Code.
b. “E-mail” means any electronic mail message from Technomark to User, or from User to
any other person, (a) by means of which Documents are attached to or embedded within
the E-mail for downloading, or (b) containing links to any website, internet domain, or
intranet site through which Documents can be viewed or downloaded.
c. “Project” refers to any project identified in a Document.
d. “Terms of Use” means this Agreement.
e. “User” means any person (including without limitation Technomark’s client; Technomark’s
vendors; any person performing work or services for, or supplying goods to, Technomark’s
client under a separate contract with Technomark’s client; any contractor; and any
subcontractor or supplier or other individual or entity performing or furnishing all or
any part of the work under a direct or indirect contract with a contractor) accessing,
viewing, downloading, or using:
a. this website and/or an E-mail and/or any other electronic storage medium; or
b. the Documents available from, “linked” to or from, or attached to or contained
within this website, an E-mail, or other electronic storage medium.
“User” also includes any person receiving or obtaining Documents, by any means, from
or through the User.
II. COPYRIGHT INFORMATION AND USE RESTRICTIONS
1. COPYRIGHT NOTICE. ALL DOCUMENTS COPYRIGHT © 1994-2011 TECHNOMARK
ENGINEERING COMPANY, 11574 Encore Circle,
MINNEAPOLIS, MN 55343 U.S.A. ALL RIGHTS RESERVED.
2. RESTRICTION ON USE OF DOCUMENTS. Documents are instruments of service for use
solely with respect to the Project identified in such Documents. Technomark and Technomark’s
consultants are the authors and owners of their respective Documents and retain all common
law, statutory and other reserved rights, including copyright. All Documents are protected by
copyright pursuant to U.S. and international copyright laws, and are owned or controlled by
Technomark, Technomark’s vendors, and/or Technomark’s client subject to the terms of agreements
between or among those parties.
3. PERSONAL AND NON-COMMERCIAL USE LIMITATION. The Documents are for the User’s
personal and non-commercial use, only. Without written consent of Technomark in each instance,
the User shall not: (1) have or acquire any title to or ownership rights in any of the Documents;
(2) reuse any Documents or copies thereof for completion of or extensions to the Project unless
Technomark remains under contract in connection with the Project; or (3) reuse any Documents or
copies thereof on any other project whatsoever. The User may not, in whole or in part: modify,
copy, distribute, transmit, participate in the transfer or sale of, display, reproduce, publish,
license, create derivative or new works from, transfer, sell, or in any way exploit all or any part of
the Documents or any information, products or services obtained from the Documents. Any
reproduction or redistribution of the Documents not in accordance with these Terms of Use is a
violation of these Terms of Use and is expressly prohibited by law, and may result in severe civil
and criminal penalties. Violators will be prosecuted to the maximum extent possible.
4. The foregoing restrictions apply whether or not a copyright notice is affixed to any particular
Document.
III. INFORMATION REGARDING ELECTRONIC DATA
1. TECHNOMARK’S CLIENT. The electronic information furnished herewith furnished only for the
benefit of Technomark’s client for whom the design services have been performed in connection
with the specific Project and for the specific use identified in the Documents. Any other use is
strictly prohibited and is a violation of these Terms of Use.
2. NO RIGHT TO RELY. Nothing in the transfer of information from this website, from an E-mail,
or from any other electronic storage medium confers any right upon the User to rely on the
electronic information contained in the Documents, nor shall the use of the Documents by the
User imply the review or approval by Technomark of any drawings or other materials based on the
Documents. There is no representation made regarding the suitability of the electronic
information contained in the Documents for other purposes, of the durability of the information,
or the medium in or on which the information is furnished.
3. USE AT USER’S OWN RISK; “HARD-COPY” DOCUMENTS CONTROL. Documents in
electronic media format, including text, data, graphics, or other data types, are furnished only for
the convenience of the receiving party. Any conclusion or information obtained or derived from
such electronic files, and any use of the Documents or of any information obtained or derived
from the Documents, will be at the User’s sole risk and liability. The information contained in the
hard-copy, signed and sealed Documents (kept in the Technomark's office) shall at all times be
deemed to be correct and superior to electronic information. If there is a discrepancy between the
electronic files and the hard copies, the hard copies govern.
IV. DISCLAIMER OF WARRANTIES, LIMITATION OF DAMAGES AND LIABILITY.
1. NO EXPRESS OR IMPLIED WARRANTIES. TECHNOMARK MAKES NO REPRESENTATIONS
OR WARRANTIES REGARDING THE DOCUMENTS, OR THE SUITABILITY OF THE
DOCUMENTS OR INFORMATION CONTAINED IN THE DOCUMENTS, OR THE
COMPATIBILITY OF ELECTRONIC INFORMATION WITH ANY OTHER SYSTEM, FOR ANY
PURPOSE WHATSOEVER. THE DOCUMENTS ARE PROVIDED "AS IS" WITHOUT
WARRANTY OF ANY KIND. TECHNOMARK HEREBY DISCLAIMS ANY AND ALL
WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, WITH REGARD TO THE
DOCUMENTS, INCLUDING WITHOUT LIMITATION: ALL WARRANTIES OF
MERCHANTABILITY; ALL WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE; ALL
WARRANTIES OF TITLE; AND ALL WARRANTIES OF NON-INFRINGEMENT.
2. USER’S OBLIGATION TO VERIFY INFORMATION. The information provided in the
Documents is not necessarily a representation of actual conditions. The User is required, prior to
commencing any affected work, to verify actual field conditions, including measurements,
dimensions, soil and structural conditions, and other existing conditions as necessary to
determine existing conditions to the user’s satisfaction. Any interpretations or extrapolations
made by the User based on the information provided in the Documents are made at the User’s
sole risk and liability.
3. LIMITATION ON DAMAGES AND LIABILITY. IN NO EVENT SHALL TECHNOMARK BE
LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY
DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS,
WHETHER IN AN ACTION BASED ON CONTRACT, NEGLIGENCE, BREACH OF
WARRANTY, OR OTHER LEGAL THEORY, ARISING OUT OF, RELATING TO, OR IN ANY
WAY CONNECTED WITH THE USE OF THE DOCUMENTS OR ANY INFORMATION
OBTAINED FROM THE DOCUMENTS.
V. MISCELLANEOUS
1. AGREEMENT TO DEFEND AND INDEMNIFY. The User agrees to defend, indemnify, and
hold Technomark harmless from and against any losses, liabilities, claims, penalties, costs, damages,
or expenses (including without limitation reasonable attorneys’ fees, court and arbitration costs,
expert fees, and mediation fees) arising out of or relating any violation of these Terms of Use by
the User or anyone obtaining or receiving Documents from the User.
2. RIGHT TO OBTAIN EQUITABLE RELIEF. The User agrees that Technomark’s remedies at law in
the event the User violates this Agreement are not or may not be adequate, and the User agrees
that Technomark may seek and obtain injunctive or other equitable relief under applicable State or
Federal law in the event of the User’s violation of this Agreement, whether or not any particular
Document has been registered with the United States Copyright Office.
3. ATTORNEYS’ FEES AND OTHER ENFORCEMENT COSTS. The User agrees that in the event
of a violation by User of this Agreement, resulting in an action by Technomark to enforce this
Agreement at law or in equity, Technomark may recover Technomark’s reasonable costs, expenses,
and attorneys’ fees incurred in enforcing this Agreement.
4. RIGHTS AND REMEDIES NOT EXCLUSIVE. The rights, defenses, and remedies available to
Technomark under this Agreement are not exclusive and Technomark reserves any and all other
rights, remedies, and defenses available to it pursuant to any agreement between Technomark and
the User, or at law or in equity.
5. HEADINGS FOR CONVENIENCE. Paragraph and section headings in this Agreement are for
convenience only and do not alter or amend the substantive provisions of this Agreement.
6. SEVERABILITY. In the event any term or condition of this Agreement is determined by a court
of competent jurisdiction to be void, invalid, or unenforceable, such invalidity shall not affect the
remaining terms and conditions of this Agreement, and this Agreement shall continue in full
force and effect as if such invalid term or condition had not been part of this Agreement.
7. NO CONTINIUING WAIVER. No waiver by Technomark of any breach or default by User
hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
8. GOVERNING LAW AND JURISDICTION. This Agreement has been made in and shall be
construed and enforced in accordance with Minnesota law. Any action to enforce this agreement
shall only be brought in the federal or state courts located in Minneapolis. By accessing and/or
using the Documents, the User agrees to submit to the personal jurisdiction of said courts;
provided, however, that this Agreement shall be subject to any arbitration clause contained in
any contract between Technomark and User relating to a Project described in the Documents.