Terms of Use
Last Updated: July 18th, 2024
PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SITE. THESE TERMS INCLUDE AN ARBITRATION CLAUSE AND A WAIVER OF YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE LAWSUIT. BY ACCESSING OR USING THE SITE, YOU ATTEST THAT YOU ARE AT LEAST THE AGE OF MAJORITY IN YOUR STATE, PROVINCE, OR COUNTRY OF RESIDENCE AND ARE LEGALLY CAPABLE OF ENTERING INTO A BINDING CONTRACT. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MUST NOT ACCESS OR USE THE SITE. THESE TERMS MAY BE UPDATED FROM TIME TO TIME AS DISCUSSED IN MORE DETAIL IN THE GENERAL SECTION OF THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, PLEASE DO NOT USE THE SITE.
THE SITE IS INTENDED ONLY FOR BUSINESSES OF THE UNITED STATES. THIS SITE IS FOR BUSINESS USE ONLY AND IS NOT INTENDED FOR CONSUMER SALES FOR PERSONAL, HOUSEHOLD, OR INDIVIDUAL USE. ALTHOUGH THE SITE MAY BE ACCESSED FROM AROUND THE WORLD, THE SITE HAS BEEN DESIGNED TO COMPLY WITH THE LAWS OF THE UNITED STATES. IF ANY MATERIAL ON THE SITE, OR YOUR USE OF THE SITE, IS CONTRARY TO THE LAWS OF THE COUNTRY WHERE YOU ARE WHEN YOU ACCESS IT, THE SITE IS NOT INTENDED FOR YOU, AND WE ASK YOU NOT TO USE THE SITE. YOU ARE RESPONSIBLE FOR INFORMING YOURSELF OF THE LAWS OF YOUR JURISDICTION AND COMPLYING WITH THEM.
These Terms of Use (these “Terms”) apply to www.albemarle.com, including all products, services, features, content, downloads, and tools where these Terms appear or are linked (collectively, the “Site”), which are owned and operated by Albemarle Corporation (“Albemarle,” “we,” “our,” or “us”). By accessing the Site, you agree to be bound by these Terms. If you use the Site on behalf of a company, business, or other entity, then (i) the term “you” includes you and such company, business, or entity, and (ii) you represent and warrant that (a) you are authorized to bind such company, business, or entity to these Terms and (b) you agree to these Terms on such company’s, business’s, or entity’s behalf.
You agree that personal information that you provide through the Site shall be governed by our Privacy Policy, which is hereby incorporated and made part of these Terms.
1. Access and Use
2. Intellectual Property
The Site may contain: (i) materials and other items relating to Albemarle and its services, including software, layout, information, databases, articles, posts, text, data, files, images, scripts, designs, graphics, instructions, illustrations, photographs, sounds, pictures, videos, advertising copy, URLs, technology, interactive features, and the “look and feel” of the Site; (ii) logos, service marks, trademarks, trade names, trade dress, and trade identities of various parties, including those of Albemarle; and (iii) other forms of intellectual property (all of the foregoing, collectively “Content”). All Content is the property of Albemarle or its licensors and is protected by copyright laws. You do not have any ownership rights to the Site or any of its Content. All rights in and to the Site and its Content not expressly granted in this provision remain with us and our licensors.
3. Restrictions
You may not:
- Use the Site in any way that violates local, state, national, or international laws;
- Engage in activity using or related to the Site or its Content that is unlawful, harmful, offensive, obscene, violent, threatening, harassing, abusive, or otherwise objectionable to Albemarle;
- Attempt to disable, hack, or otherwise interfere with the Site’s functions;
- Harvest, scrape, reverse engineer, derive a work, or modify any information from the Site or its Content;
- Attempt to bypass any robot exclusion headers or circumvent any other measures that we have put in place to restrict or prevent access all or parts of the Site;
- Infringe any intellectual property rights of Albemarle or any third party;
- Pose as another person or otherwise misrepresent your identity;
- Use the Site or its Content to suggest an unauthorized association with Albemarle;
- Transmit any software or other materials that contain any viruses, worms, Trojan horses, defects, or other rogue programming or items of a destructive nature;
- Change or delete any proprietary notices from materials downloaded or printed out from the Site;
- Use, copy, download, reproduce, republish, distribute, transmit, broadcast, display, assign, license, sublicense, sell, alter, prepare derivative works of, or otherwise exploit the Site and/or Content (in whole or in part) without our prior, express, and written permission; or
- Otherwise violate these Terms.
4. Other Online Services
The Site may contain links to third-party websites, features, or other online platforms (collectively, the “Other Online Services”). Albemarle does not control, review, endorse, or take responsibility for the content or data practices of Other Online Services, nor does Albemarle make any representation or warranty regarding the accuracy of such content. If you decide to access any of the Other Online Services linked to the Site, you do so entirely at your own risk. Albemarle is neither responsible nor liable for any loss or damage as a result of any use of Other Online Services.
5. Disclaimers
THE SITE AND CONTENT ARE PROVIDED BY ALBEMARLE ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, SATISFACTORY QUALITY, RELIABILITY, ACCURACY, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. THIS ALSO INCLUDES ANY WARRANTIES THAT MAY ARISE FROM ANY COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
ALBEMARLE MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE SITE OR CONTENT. ALBEMARLE DOES NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, CORRECTNESS, TIMELINESS, OR USEFULNESS OF THE SITE AND/OR ITS CONTENT. ALBEMARLE DOES NOT WARRANT THAT YOUR USE OF THE SITE OR CONTENT WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE, THE SERVER(S) ON WHICH THE SITE IS HOSTED OR CONTENT ARE SECURE OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. ALBEMARLE ASSUMES NO RESPONSIBILITY FOR ANY LOSS OR HARM THAT OCCURS RESULTING FROM ANY USE OF THE SITE OR CONTENT. YOUR USE OF THE SITE AND CONTENT IS SOLELY AT YOUR OWN RISK.
IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE IMPLIED WARRANTIES CONTAINED IN THIS SECTION, THE EXCLUSIONS IN THIS SECTION WILL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
6. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT ALBEMARLE AND ITS TRUSTEES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES (COLLECTIVELY, THE “ALBEMARLE PARTIES”), WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INJURY, LOSS, CLAIM, DAMAGE, OR ANY SPECIAL, EXEMPLARY, PUNITIVE, DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO ECONOMIC LOSS, INDIRECT OR DIRECT LOST PROFITS OR LOST SAVINGS), WHETHER BASED IN CONTRACT, TORT, EQUITY, STRICT LIABILITY, OR OTHERWISE, WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH ANY USE OF THE SITE AND/OR ITS CONTENT, THE OPERATION OF THE SITE OR ANY FAILURE OR DELAY IN THE OPERATION OF THE SITE, OR ANY OF THE PRODUCTS OR SERVICES OFFERED ON THE SITE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM AGGREGATE LIABILITY OF ALBEMARLE TO YOU WITH RESPECT TO YOUR USE OF THE SITE IS $500 (FIVE HUNDRED DOLLARS).
7. Indemnity
In consideration for Albemarle permitting you to access and use the Site, you expressly defend, indemnify, and hold harmless the Albemarle Parties from any and all claims, liabilities, demands, causes of action, costs, expenses, and damages of every kind and nature, in law or equity, or otherwise, arising out of or in any way related to your access or use of the Site or Content, whether arising from negligence or any other acts or omissions by Albemarle.
You will defend, indemnify, and hold harmless the Albemarle Parties from and against any loss, damage, judgment, settlement, expense, interest, and any other liability (including reasonable attorneys’ fees and costs) related to or arising out of any allegation, claim, lawsuit, or proceeding (a “Claim”) to the extent such Claim is based on your use or access of the Site or Content in connection with: (a) an infringement of any patent, trademark, copyright, trade secret or other intellectual property right including costs and expenses; (b) any breach of these Terms; (c) any unlawful, improper, or negligent use by anyone of the Site or Content; (d) any dispute between you and a third-party in connection with the Site or Content; or (e) your negligence, willful misconduct, or fraud. You will use counsel reasonably satisfactory to us to defend each Claim. If at any time we reasonably determine that any Claim might adversely affect us, we may take control of the defense at our expense. You may not consent to the entry of any judgment or enter into any settlement of a Claim without our express prior written consent.
8. Governing Law and Venue
These Terms shall be governed by, and enforced in accordance with, the substantive and procedural laws of the State of North Carolina, including its statute of limitations, to be governed by the Federal Arbitration Act (“FAA”), applicable Federal Law, and the laws of North Carolina, and without regard to any conflicts of law provisions that might apply the laws of another jurisdiction. You consent and submit to the exclusive jurisdiction of the state and federal courts in and for Mecklenburg County, North Carolina, for all disputes. The United Nations Convention for the International Sale of Goods does not apply to these Terms. You expressly agree that all disputes arising under or relating to the Site or these Terms shall be brought and resolved solely and exclusively in the State of North Carolina. MOREOVER, IF FOR ANY REASON A DISPUTE PROCEEDS IN COURT, ANY STATE OR FEDERAL COURT ACTION SHALL BE TRIED TO A JUDGE AND NOT A JURY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IF EITHER YOU OR WE WANT TO ASSERT A DISPUTE AGAINST EACH OTHER EITHER BY ARBITRATION OR IN COURT, AS APPLICABLE, THEN THE PARTY MUST INITIATE SUCH ACTION WITHIN ONE (1) YEAR AFTER ACCRUAL OF THE DISPUTE – OR IT WILL BE FOREVER BARRED.
9. DISPUTE RESOLUTION: MANDATORY BINDING INDIVIDUAL ARBITRATION AND CLASS AND COLLECTIVE ACTION WAIVER
(a) Dispute Resolution. In the unlikely event that a claim or controversy at law or equity (collectively, a “Dispute”) arises between you and Albemarle, prior to initiating any lawsuit, you must first contact Albemarle at [email protected] so that we may work in good faith to find a mutually agreeable solution within sixty (60) days. You agree that the term “Dispute” in these Terms will have the broadest meaning possible. These Terms also cover any Dispute between you and any officer, director, board member, agent, employee, affiliate of Albemarle, or third party of Albemarle could be liable, directly or indirectly, for such Dispute.
(b) Arbitration. If the Dispute cannot be resolved within sixty (60) days, you agree that it shall be resolved exclusively by final binding arbitration, except that you may assert claims in small claims court in the county of your residence or in Mecklenburg County, North Carolina, if your claims qualify. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its then applicable rules. All of the AAA’s rules are available at ;www.adr.org, and the rules governing commercial disputes are available at www.adr.org/commercial. The AAA’s rules, including the rules governing commercial disputes, are also available by calling 1-800-778-7879. You may initiate arbitration by utilizing the forms available on www.adr.org. If you have any difficulty initiating arbitration, you may call the AAA at 1-800-778-7879. You and Albemarle are each giving up the right to have Disputes resolved in court before a judge and/or jury (except as stated otherwise in this Section 9). The provisions of this Section 9 constitute your and Albemarle’s written agreement for resolving Disputes, including the agreement to arbitrate Disputes under the FAA (“Dispute Agreement”). The most current version of this Dispute Agreement in effect when any Dispute arises shall govern resolution of any Dispute.
Payment of all filing, administration and arbitrator fees (“Arbitration Fees”) will be governed by the AAA’s applicable rules. The arbitrator may only award those damages and relief as a court could, and must follow the terms and conditions of these Terms and the Dispute Agreement.
If you are a business of the United States, arbitration shall take place in Mecklenburg County, North Carolina. You and Albemarle further agree to submit to the personal jurisdiction of any federal or state court in Mecklenburg County, North Carolina, in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
(c) No Class Action Matters. You and Albemarle each agree that resolution of any Disputes, whether in court or in arbitration, will be conducted and resolved only on an individual basis and not in a class, consolidated or representative action, and that any relief awarded, including equitable relief, shall only be awarded on an individual basis.
(d) Injunctive Relief. Notwithstanding anything to the contrary herein, you or Albemarle may bring suit in court to seek an injunction, a declaratory judgment or other equitable relief arising out of, or relating to, but not limited to, intellectual property rights or any intentional, illegal act affecting the accessibility, functionality, or security of the Site, and the Restrictions section of these Terms.
(d) Severability. With the exception of Section 9(d), if any part of this Section 9 is ruled to be unenforceable for any reason, then the remaining provisions of Section 9 shall remain in force as if any portion ruled unenforceable were not included in this Section 9. If Section 9(d) is ruled to be unenforceable for any reason, then Section 9(b) shall no longer be enforceable, but the remainder of this Section 9 shall remain in effect.
10. General
(a) Sale Agreements. You and Albemarle may have entered into one or more pre-existing written agreements related to your purchase or products and/or services from Albemarle (“Sale Agreements”). TO THE EXTENT THAT YOU HAVE ONE OR MORE SALE AGREEMENTS, YOU AGREE TO ABIDE BY SUCH SALE AGREEMENTS WITH RESPECT TO THE PURCHASE OF PRODUCTS AND/OR SERVICES FROM ALBEMARLE, EVEN IF SUCH PRODUCTS AND/OR SERVICES ARE REFERENCED OR ADVERTISED ON THE SITE. IN THE EVENT OF A CONFLICT BETWEEN ANY SALE AGREEMENT AND THESE TERMS, THE SALE AGREEMENT SHALL GOVERN AND CONTROL.
(b) Notices. Except as otherwise provided in these Terms (including with respect to modifications to these Terms or modifications to the Site), we may (but are not obligated to) deliver notices to you via electronic mail or postal mail at any email or postal address associated with you in our databases.
(c) No Waiver. Either party’s failure to enforce strict performance of any provision of these Terms will not be construed as a waiver of any provision or right. Performance of these Terms by you and Albemarle is subject to existing laws and legal process, and nothing contained in these Terms is in derogation of either party’s obligation to comply with governmental, court, and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Albemarle with respect to such use.
(d) Severability. If any part of these Terms is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be deemed severable from these Terms; the invalidity of the provision will not affect the validity or enforceability of the remainder of these Terms, which will continue in effect.
(e) Assignment. These Terms are not assignable, transferable, or sub-licensable by you without our prior, express, and written consent.
(f) Survival. The provisions of these Terms, which by their nature should survive your suspension or termination will survive, including the rights and licenses you grant to Albemarle in these Terms, as well as the indemnities, releases, disclaimers, and limitations on liability and the provisions regarding jurisdiction, choice of law, no class action, and mandatory arbitration.
(g) Amendments. We reserve the right at all times to discontinue or modify any part of these Terms in our sole discretion. You agree that any requirement to notify you of any such changes to these Terms is satisfied by us posting the changes on the first page of these Terms. Any changes to these Terms will be effective upon our posting of the notice; provided that these changes will be prospective only and not retroactive. In certain cases, we may also provide a summary of changes to these Terms via email to your email address on file with us. ACCORDINGLY, EACH TIME YOU SIGN IN TO OR OTHERWISE USE THE SITE, YOU ARE ENTERING INTO A NEW AGREEMENT WITH US ON THE THEN APPLICABLE TERMS AND YOU AGREE THAT YOUR USE OF THE SITE AFTER SUCH NEW TERMS HAVE BEEN POSTED CONSTITUTES YOUR AGREEMENT TO THE NEW TERMS FOR YOUR NEW USE AND TRANSACTIONS ON THE SITE. If you do not agree to the changes, you should not use the Site or any services offered through the Site after the effective date of the changes. We suggest that you revisit these Terms regularly to ensure that you stay informed of any changes.
11. Contact Information
If you have any questions regarding these Terms, you may contact us at [email protected] or Albemarle Corporation, 4250 Congress Street, Suite 900, Charlotte, NC 28209, Attention: General Counsel.