PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY. BY USING THE USER FORUM AVAILABLE ON NEWFORMANT.COM OR ANY OTHER SERVICES ON THAT SITE (THE “FORUM”), YOU INDICATE YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, THEN DO NOT CLICK “I AGREE” AND DO NOT USE THE FORUM. YOU AGREE TO COMPLY IN ALL RESPECTS WITH THESE TERMS OF SERVICE AND ANY TERMS AND CONDITIONS SET FORTH ON SUCH NEWFORMA WEB SITES.

Welcome to Newformant, an online community for Newforma users! Newforma, Inc. (“Newforma”) offers its Newformant Forum to users of Newforma’s software and the general public with interest in Newforma’s products and services. The Forum is a free discussion place where you can exchange information with other users, provide feedback to Newforma, and discuss the latest developments in the AEC industry. The Forum was launched so that our users and potential users have the possibility to interact and exchange their experiences regarding Newforma's products and services. The Forum is an English language forum.

You are not obligated to register in order to access the Forum(s) and read the message boards. However, registration (via provision of a valid email address, user name and password) and login are required in order to post to the message boards and adjust user settings. Newforma will handle all information received from you in accordance with the Newforma Privacy Policy but does reserve the right to release information as set forth therein and below. When you register, you will also be asked to enter some personal information. Please keep in mind when choosing a user name and filling out your profile that whenever you post to a message board your user name, and a link to your profile and online status, will appear when you are on the Forum. Your profile may display historical information such as “joined”, “last visit” or number of posts. Newforma may refuse to grant you, and you may not use, a user name (or email address) that is already being used by someone else, impersonates another person, belongs to another person (without his or her prior consent), violates the intellectual property or other rights of any person, is vulgar or otherwise offensive, or that Newforma rejects for any other reason at our sole discretion. In consideration of your use of the Forum, you agree that all information provided in your profile is accurate, true, current and complete.

Your right to use the Forum is limited in scope, revocable, personal, non-transferable and non-exclusive. Provided that you comply at all times with the terms of this Newforma Member Agreement (these “Terms of Service”) and subject to the limitations set forth herein, Newforma will provide you with an online mobile, web and Internet-connected device service, accessible using the software provided by Newforma, that allows members to set up unique personal profiles that can be linked together through networks or clusters of friends.

We expect the Forum will change significantly over time and, as a result, Newforma may update the terms and conditions of these Terms of Service either by delivering updates to your mobile device or by posting updated terms and conditions on Newforma’s web sites.

The Forum and the content therein, to the extent provided by Newforma, is the property of Newforma and its affiliates (collectively, “us”, “we” or “Newforma”) and our licensors, and is protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions and other intellectual property laws. By way of example only, and not as a limitation, “Newforma” is the registered trademark of Newforma and “Newformant” and the Newforma logo are trademarks of Newforma, Inc. and its affiliates, under the applicable laws of the United States and other countries. Except where expressly indicated in the Forum, all product or service names or logos appearing in the Forum are our trademarks or registered trademarks. The absence of a trademark designation with respect to a product or service name or logo does not constitute a waiver of our trademark or other intellectual property rights concerning that name or logo.

Your use of the Forum is governed at all times by these Terms of Service, Newforma’s Privacy Policy as well as any other policies that we may publish from time to time. BY REGISTERING FOR THE FORUM AND AGREEING TO THESE TERM AND CONDITIONS, YOU EXPRESSLY AGREE TO THE COLLECTION, USE AND DISCLOSURE OF INFORMATION THAT YOU POST TO THE FORUM. You agree to permit us or our representatives to access your account and records on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third-party rights, or other unauthorized uses of the Forum. We reserve the right to terminate your account immediately, with or without notice to you, and without liability of Newforma, if Newforma believes that you have violated these Terms of Service or any other Newforma policy, furnished us with false or misleading information, or interfered with use of Newformant by other users. We may modify, suspend or discontinue the Forum at any time, with or without notice, and without liability to you, any other user or any third party.

Newforma does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials (collectively, "Content") that you post to the Forum. After posting your Content to the Forum, you continue to retain all ownership rights in such Content, and you continue to have the right to use your Content in any way you choose. By displaying or publishing ("posting") any Content on or through the Forum, you hereby grant to Newforma a non-exclusive, fully-paid, royalty-free, worldwide, limited license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Forum or in Newforma’s products and services.

You further grant Newforma a non-exclusive, royalty-free, perpetual right to use the profile information you provide to the Forum, and all other information regarding your use of the Forum, for any lawful purpose, including without limitation for marketing and advertising purposes.

You are solely responsible for the Content that you post on or through the Forum, any material or information that you transmit to others, and your interactions with others. You represent and warrant that: (i) you own the Content posted by you on or through the Forum or otherwise have the right to grant the license set forth in this section, and (ii) the posting of your Content on or through the Forum does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person. You agree to pay for all royalties, fees, and any other monies owing any person by reason of any Content posted by you to or through the Forum.

You agree to not use the Forum to:

• intentionally or unintentionally violate any applicable local, state, national or international law;
• upload, post, email, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
• “stalk” or otherwise harass another person or harm any persons or entities in any way;
• impersonate any person or entity, including, but not limited to, a Newforma official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
• forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Forum;
• upload, post, email, transmit or otherwise make available any content that you do not have a right to make available;
• make available any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
• make available any unsolicited or unauthorized advertising, promotional or any other form of solicitation, except in those areas that are designated for such purpose;
• interfering or attempting to interfere with service to any user, host or network, including, without limitation, by means of submitting a virus to the Forum, overloading, “flooding”, “spamming”, “mail bombing” or “crashing”;
• access content or data not intended for you, or log onto a server or account that you are not authorized to access;
• attempt to probe, scan or test the vulnerability of the Forum or any associated system or network, breach security or authentication measures without proper authorization, interfere with or disrupt the Forum or servers or networks connected to the Forum, or disobey any requirements, procedures, policies or regulations of networks connected to the Forum;
• attempt to modify, reverse engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human perceivable form any of the software provided by Newforma or used by Newforma in providing the Forum; or
• collect or store personal data about other users.

We do not actively monitor the use of the Forum under normal circumstances. Similarly we do not exercise editorial control or review over the content of any web site, electronic mail transmission, newsgroup, or other material created or accessible over or through the Forum. If at any time we choose, in our sole discretion, to monitor the Forum, we nonetheless assume no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of any third party submitting or using any such Content. However, we may remove, block, filter, or restrict by any other means any materials that, in our sole discretion, may be illegal, may subject Newforma to liability or may violate these Terms of Service. Newforma intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms of Service or of any applicable laws or regulations. By using the Forum, you release Newforma from any liability stemming from Newforma’s cooperation with local, state, federal and relevant country law enforcement officials.

You acknowledge that Newforma reserves the right to change its general practices and limits at any time, in its sole discretion, with or without notice. Newforma may take any one or more of the following actions, or other actions not listed, at Newforma’s sole discretion in response to violations of Newforma s policies: (i) issue warnings: written or verbal; (ii) suspend your account; (iii) terminate your account; (iv) bill you for administrative costs; or (v) bring legal action to enjoin violations and/or to collect damages, if any, caused by violations

Newforma may, from time to time, need to interrupt the Forum for maintenance and other operational reasons, and you shall not receive any compensation or refund for such interruptions.

Without prior notice and without any liability of Newforma, Newforma may terminate these Terms of Service, your password, your account, or your use of the Forum, for any reason, including, without limitation, if Newforma, in its sole discretion, believes you have violated these Terms of Service or any other Newforma policies. Newforma may provide termination notice to you by email addressed to the email account you provide to Newforma, if any.

Newforma cannot guarantee that the Forum will be available to you or that messages which are intended to be sent and delivered are sent and/or delivered. Newforma does not guarantee the safety or integrity of any system connected to its network. This includes, but is not limited to, virus and/or trojan software infestation of said machine(s), hacker activity and exposure of confidential data. By using the Forum, you acknowledge that you are solely responsible for the safety of your hardware, software, and data for the duration of your use of the Forum. You also accept liability for any of your actions while using the Forum. This includes, but is not limited to, sending of unsolicited email. YOU FURTHER EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE FORUM IS AT YOUR SOLE RISK. THE FORUM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU EXPRESSLY UNDERSTAND AND AGREE THAT ANY PERSON YOU MAY EXCHANGE INFORMATION WITH IS DONE AT YOUR OWN RISK AND THAT NEWFORMA MAKES NO REPRESENTATIONS THAT INDIVIDUALS USING ITS SERVICE ARE WHOM THEY PURPORT TO BE. YOU AGREE TO TAKE ALL REASONABLE PRECAUTIONS IN EXCHANGING INFORMATION WITH OTHERS ON THE FORUM. YOU EXPRESSLY ACKNOWLEDGE THAT. NEWFORMA HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY FOR CONTENT ON THE FORUM. YOU ASSUME FULL RESPONSIBILITY AND RISK FOR USE OF THE FORUM AND THE INTERNET AND ARE SOLELY RESPONSIBLE FOR EVALUATING THE ACCURACY AND COMPLETENESS OF INFORMATION YOU RECEIVE THROUGH THE FORUM.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT, EXCEPT AS REQUIRED BY APPLICABLE LAW, NEWFORMA SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH THE FORUM.

The Forum may provide, or third parties may provide, links to other Web sites or resources. Because Newforma has no control over such sites and resources, you acknowledge and agree that Newforma is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Newforma shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.

You agree to indemnify, defend and hold harmless Newforma, its affiliates, officers, directors, employees, consultants, agents and representatives from any and all third party claims, losses, liability, damages and/or costs (including reasonable attorneys' fees and costs) arising from your use of the Forum, your violation of these Terms of Service or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity. Newforma will notify you promptly of any such claim, loss, liability, or demand, and will provide you with reasonable assistance, at your expense, in defending any such claim, loss, liability, damage or cost. These Terms of Service will inure to the benefit of Newforma s successors, assigns and licensees.

If there is any dispute about or involving the Forum, you agree that the dispute shall be governed by the laws of the State of New Hampshire, without regard to conflict of law provisions and you agree to exclusive personal jurisdiction and venue in federal and state courts located in the State of New Hampshire. If, for whatever reason, a court of competent jurisdiction were to find any term or condition in these Terms of Service to be unenforceable, all other terms and conditions would remain unaffected and in full force and effect. No waiver of any breach of any provision of these Terms of Service shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party. The Forum is controlled and operated by Newforma. These Terms of Service, the Newforma Privacy Policy, and any and all other online policies promulgated by Newforma, constitute the entire agreement between Newforma and you with respect to the subject matter hereof, and supersedes all prior oral or written understandings, communications or agreements not specifically incorporated herein. The failure of Newforma to exercise or enforce any right or provision of these Terms of Service shall not operate as a waiver of such right or provision. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. If any provision of these Terms of Service is unlawful, void or unenforceable, that provision is deemed severable from these Terms of Service and does not affect the validity and enforceability of any remaining provisions.

NEWFORMA MAY, IN ITS SOLE DISCRETION AND WITHOUT PRIOR NOTICE: (A) REVISE THESE TERMS OF SERVICE (INCLUDING ANY ONLINE POLICY BY POSTING SUCH AMENDMENTS ON THE SITE) AND (B) MODIFY OR TERMINATE THE FORUM. NEWFORMA WILL POST ANY SUCH REVISION OR MODIFICATION TO THE FORUM, AND THE REVISION OR MODIFICATION WILL BE EFFECTIVE IMMEDIATELY UPON SUCH POSTING. YOU AGREE TO REVIEW THESE TERMS OF USE AND THE ONLINE POLICIES AS POSTED ON THE FORUM PERIODICALLY TO BE AWARE OF ANY REVISIONS. YOU AGREE THAT, BY CONTINUING TO USE THE FORUM FOLLOWING NOTICE OF ANY REVISION, YOU AGREE TO ABIDE BY ANY SUCH REVISION. IF YOU ARE DISSATISFIED WITH THE FORUM OR ANY RELATED TERMS, CONDITIONS, RULES, POLICIES, GUIDELINES, OR PRACTICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE FORUM.