Terms & Conditions – Pedison USA Corporation

THESE TERMS REGULATE THE USAGE OF THIS WEBSITE. PLEASE READ THEM CAREFULLY BEFORE ACCESSING THE SITE. IF YOU DO NOT AGREE WITH THESE TERMS, REFRAIN FROM ACCESSING THE SITE.

Acceptance of Terms

Welcome to Pedison USA Corporation (“Pedison,” “we,” “us,” or “our”) Site. These Terms of Use (“Terms”) govern your use of this Site and any other Pedison Site, including Pedison mobile applications, Pedison client interface sites, and any content, functionality, and services offered on or through this Site (collectively, the “Site”). By using the Site or clicking to accept the Terms, you agree to be bound by these Terms. Unauthorized use of Pedison’s Sites, including unauthorized entry into Pedison’s systems or misuse of any information posted on a Pedison Site, is strictly prohibited. Please review these Terms carefully, as your eligibility for particular products and services is subject to final determination by Pedison.

Changes to the Terms

Pedison retains the authority to modify these Terms periodically. We will inform you of any alterations by posting the updated Terms on the Site. It is advisable to regularly check the effective date at the top of this webpage to ensure you are viewing the most recent version of the Terms. Any adjustments to the Terms become effective immediately upon posting. By continuing to use the Site after such modifications, you agree to abide by the revised Terms. Pedison reserves the right to terminate, suspend, modify, or limit access to any portion of the Site without prior notice or liability.

Intellectual Property

The Site contains various materials, such as software, text, graphics, images, sound recordings, audiovisual works, desktop, mobile, or other applications for download, and other content provided by or on behalf of Pedison (collectively referred to as “Content”). This Content may be owned by us or by third parties and is protected under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark, and other laws. You are granted limited rights to use the Content as permitted under these Terms. No other use is permitted without prior written consent from us. You must not remove or alter copyright or other proprietary notices contained in the original Content. If Pedison permits you to sell, transfer, assign, license, sublicense, or modify the Content, you must include those proprietary notices without alteration. Any use of the Content for public or commercial purposes without express written permission from Pedison is strictly prohibited. Pedison makes no claims regarding whether the Content may be downloaded or is appropriate for use outside of the United States. If you access the Site from outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction. Violation of any part of these restrictions automatically terminates your permission to access and/or use the Content and Site, and you must immediately destroy any copies you have made of the Content. The trademarks, service marks, and logos of Pedison (the “Pedison Trademarks”) displayed on the Site are registered and unregistered trademarks or service marks of First-Citizens Bank & Trust Company (“FCB”). Other company, product, and service names located on the Site may be trademarks or service marks owned by others (the “Third-Party Trademarks”, and, collectively with Pedison Trademarks, the “Trademarks”). Use of the Trademarks without our prior written permission specific for each such use is prohibited. All goodwill generated from the use of Pedison Trademarks inures to FCB’s benefit. Elements of the Site are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to the use of framing or mirrors. None of the Content for the Site may be retransmitted without our express, written consent for each and every instance.

Use of Personal Information

Pedison’s collection, use, and sharing of nonpublic personal information obtained from or about you during your visits to the Site are governed by the Pedison Online Privacy Statement (“Pedison’s Privacy Statement”), which is fully incorporated herein and accessible at the Site cit.com/privacy. While we strive to maintain the availability of the Site, we cannot be held liable if the Site becomes temporarily unavailable due to circumstances beyond our control, such as system failures, legal requirements, maintenance or repair, or other reasons. Temporary suspension of Site access may occur without prior notice under such circumstances.

Links

The Site may feature links to third-party websites (“External Sites”) for your convenience, but we do not endorse the content or services provided on these External Sites, which are the responsibility of third-party providers. Should you have any concerns about the links or content on External Sites, please contact the site administrator or webmaster of those sites directly. We do not assume responsibility for the content or services offered on External Sites and do not guarantee the accuracy of materials found there. Exercise caution when downloading files from any website to protect against viruses and other harmful programs. External Sites may have different privacy policies than Pedison’s Privacy Statement and may offer less security than our Site. Accessing linked External Sites is at your own risk.

Your Conduct

By accessing the Site, you agree to the following terms:

Use the Site and its Content only for lawful purposes.
Refrain from disrupting or abusing the Site’s security, services, or affiliated systems.
Respect other users’ enjoyment of the Site and refrain from interference.
Avoid uploading or transmitting any harmful files or malware.
Do not employ methods to circumvent the Site’s intended use or operation.
Refrain from sharing offensive, indecent, or inappropriate material.
Respect the privacy, publicity, and intellectual property rights of third parties.
Do not engage in unsolicited offers, advertisements, or spamming activities.
Refrain from attempting to access another person’s account or personal information.
Do not create or use false identities on the Site.
Do not attempt unauthorized access to restricted portions of the Site.
Prohibited actions that may result in liability or violate applicable laws and regulations.

Site Monitoring

Pedison is not obligated to monitor the Site; however, you acknowledge and consent to Pedison’s right to electronically or otherwise view, monitor, and record Site activity without prior notice or permission from you. Any information gathered through monitoring may be reviewed by law enforcement agencies for investigation or prosecution purposes related to potential illegal activities on the Site. Pedison may also comply with court orders, law enforcement requests, or regulatory inquiries by disclosing information obtained through monitoring. Additionally, Pedison reserves the right, at its discretion, to remove material from the Site, disclose information to comply with legal obligations, operate the Site, and take necessary steps to protect itself and Site users.

Submissions to the Site

While we encourage communication via the Site, please refrain from sharing any content, remarks, feedback, questions, comments, suggestions, discussions, ideas, graphics, or other submissions (“Submissions”) containing confidential or proprietary information. By submitting, you agree that: (a) Submissions are not confidential or proprietary, and you waive any right of confidentiality; (b) you own or have necessary permissions for the Submission; (c) the Submission complies with the Terms; (d) you grant Pedison unrestricted rights to use, reproduce, and distribute your Submissions for commercial or non-commercial purposes without compensation; and (e) Pedison is free to use, but not obligated to use, your Submissions. These terms do not limit Pedison’s responsibilities under its Privacy Statement.

Warranty Disclaimer

THE SITE AND PEDISON CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND. PEDISON, ITS AFFILIATES, PROVIDERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND INDEPENDENT CONTRACTORS (COLLECTIVELY “THE PEDISON PARTIES”) DO NOT WARRANT THE ACCURACY, ADEQUACY, OR COMPLETENESS OF THE SITE OR THE PEDISON CONTENT AND EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO THE WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR A PARTICULAR PURPOSE. PEDISON IS NOT LIABLE FOR ANY DELAYS OR INTERRUPTIONS OF THE SITE FOR ANY REASON. YOUR USE OF THE SITE AND THE PEDISON CONTENT IS AT YOUR OWN RISK. PEDISON DOES NOT WARRANT THAT THE SITE WILL OPERATE ERROR-FREE OR THAT THE SITE, ITS SERVER, OR THE PEDISON CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IN THE ABSENCE OF GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT BY US, THE PEDISON PARTIES SHALL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER RESULTING FROM THE USE OR INABILITY TO USE THE SITE OR THE PEDISON CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF THE PEDISON PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. PEDISON IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE IS TO STOP USING IT. THESE LIMITATIONS DO NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless the Pedison Parties from any and all claims, losses, expenses, demands, or liabilities, including attorneys’ fees and costs, incurred by the Pedison Parties in connection with any third-party claim (including intellectual property claims) arising from (i) materials and content you submit, post, or transmit through the Site, or (ii) your use or misuse of the Site or content in violation of the Terms or any applicable law. You also agree to cooperate as reasonably required in the defense of such claims. The Pedison Parties reserve the right to assume exclusive defense and control of any matter subject to indemnification by you, and you shall not settle any such claim without Pedison’s written consent. You agree to cooperate with any reasonable requests from Pedison to assist in its defense of such claims. Additionally, you agree to indemnify and hold harmless the Pedison Parties from any claim arising from a third party’s use of information or materials posted by you in a public area of the Site.

Termination

These Terms remain effective until terminated by Pedison at any time without notice. Pedison reserves the right to suspend, restrict, and/or terminate your access and use of the Site at any time, with or without cause, at Pedison’s absolute discretion and without prior notice. Certain paragraphs of these Terms shall survive the termination of your access or use of the Site, including those pertaining to Indemnification, Disclaimer of Warranties, Limitations of Liability, applicable law and dispute resolution, and any other provision explicitly designated to survive termination of your access or use of the Site.

Digital Millennium Copyright Act

Pedison upholds the intellectual property rights of others and endeavors to comply with all relevant laws. We will promptly review all claims of copyright infringement received and remove any Content found to have been posted or distributed in violation of such laws. Our designated agent under the Digital Millennium Copyright Act (the “Act”) for receiving Notifications of Claimed Infringement is as follows:

Attention: Senior Legal Counsel
Pedison USA Corporation
Gateway Tower 8111 LBJ Freeway Suite 105, Dallas
+1 (888) 623-0430

If you believe that your work has been copied on the Site in a manner that constitutes copyright infringement, please provide our agent with notice in accordance with the requirements of the Act, including:
(i) a description of the copyrighted work that has been infringed and its specific location on the Site;
(ii) details about the original or an authorized copy of the copyrighted work;
(iii) your contact information, including address, telephone number, and email address;
(iv) a statement asserting your good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
(v) a statement made under penalty of perjury that the information provided in your notice is accurate and that you are either the copyright owner or authorized to act on their behalf; and
(vi) an electronic or physical signature of the copyright owner or their authorized representative.

Governing Law and Venue

These Terms and all aspects of your use of the Site shall be governed by and interpreted in accordance with all applicable federal laws of the United States of America and the laws of the State of New York, without regard to its Conflict of Law Rules. Any claims and disputes arising from these Terms, as well as applicable federal law or your use of the Site, except for actions seeking specific performance or injunctive relief initiated by Pedison, shall be exclusively filed in the federal, state, or local courts situated in Dallas. In relation to such claims and disputes, you hereby irrevocably (i) consent to the personal jurisdiction of those courts over you, and (ii) waive any objections based on jurisdiction, venue, or forum inconvenience concerning such courts.

General

Pedison’s failure to enforce any provision(s) of these Terms shall not be deemed a waiver thereof. Any legal action you wish to pursue concerning the Site, the Content, and/or these Terms must be initiated within one (1) year after the claim or cause of action arose, or it will be barred. In the event that any provision of these Terms is deemed invalid or unenforceable, the remaining provisions shall remain in full force and effect to the maximum extent permitted by law. These Terms shall be binding upon, benefit, and enforceable against the parties and their respective successors and assigns. Neither the past conduct between parties nor trade practices shall serve to alter any provision of these Terms. All rights not expressly granted herein are reserved. By agreeing to these Terms, you agree not to bring legal action against us as an individual, nor to initiate or participate in any class action against Pedison.

If you have questions regarding the Terms or the practices of Pedison, please contact us by e-mail at legal@pedisonusa.com or by regular mail at Pedison USA Corporation, Gateway Tower 8111 LBJ, Freeway Suite 105, Dallas. Attention: Senior Legal Counsel.