These Terms and Conditions govern your use of the Sites and Services. You agree to accept, without modification, all the terms, conditions, and notices set forth below. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY, AS THEY CONTAIN IMPORTANT INFORMATION ABOUT LIMITATIONS OF LIABILITY AND RESOLUTION OF DISPUTES.
By accessing or using the Sites and Services, and accepting these Terms and Conditions, you agree that all the terms, conditions and notices below shall apply to your use of the Sites and Services, including, without limitation, the binding arbitration and waiver of jury trial provisions described in the Disputes section below. If you do not agree to the Terms and Conditions, please do not access or use the Sites or Services.
CLECO AFFILIATES; LIABILITY
Cleco Corporate Holdings LLC is a holding company for a public utility company (Cleco Power LLC) and other affiliates. Each of these affiliates is a separate and distinct legal entity. No such public utility subsidiary or other affiliate shall be liable for the obligations or entitled to the benefits of any other subsidiary or affiliate, except as may be expressly provided by a duly authorized and executed, enforceable written agreement.) Solely for reasons of convenience, the term "Cleco" is used to refer individually and collectively to Cleco Corporate Holdings LLC and its, subsidiaries and affiliates, including but not limited to the public utility, Cleco Power LLC.
PROPRIETARY COPYRIGHT AND TRADEMARK RIGHTS AND USER SUBMISSIONS
The Sites and Services and all content and other materials therein including, without limitation, all logos, designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively referred to as the “Content”) are the proprietary intellectual property of Cleco, and are protected by U.S. copyright, trademark and other intellectual property laws. Other logos and product and company names mentioned herein may be the trademarks of their respective owners. We are not responsible for content on the Sites and Services operated by other parties.
You are hereby granted a limited, nonexclusive, non-sublicensable right to access and use the Sites and Services; however, such right is subject to these Terms and Conditions and does not include (i) any resale or commercial use of the Sites and Services or the Content therein; (ii) the distribution or public display of any Content; (iii) modifying or otherwise making any derivative uses of the Sites and Services or the Content, or any portion thereof; (iv) use of any data mining, robots or similar data gathering or extraction methods; (v) downloading (other than the page caching) of any portion of the Sites and Services, the Content or any information contained therein, except as expressly permitted on by Cleco; or (vi) any use of the Sites or Services or the Content other than for their intended purposes.
Any use of the Sites and Services or the Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the rights granted herein. Such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein or otherwise by us, nothing in these Terms and Conditions shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. The rights granted to you under these Terms and Conditions with respect to the Content and access to the Sites and Services are revocable at any time, with or without notice.
Please be aware that by submitting any photos, videos, questions, comments, suggestions, ideas (collectively, “Submissions”) whether by email or via the Sites or Services, you grant Cleco a nonexclusive, royalty-free, perpetual, transferable, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display and perform such Submissions in any media, now known or hereafter devised. You also agree that such Submissions may be shared with our service providers and other third parties. You further grant Cleco the right to pursue at law any person or entity that violates your or Cleco’s rights in the Submissions by a breach of these Terms and Conditions. You acknowledge and agree that Submissions are non-confidential and non-proprietary. You expressly waive any and all “moral rights” (including rights of attribution or integrity) that may subsist in your Submissions and agree that you have no objection to the publication, use, modification, deletion or exploitation of your Submissions by Cleco. We take no responsibility and assume no liability for any Submissions posted or submitted by you. If you do not agree to these Terms and Conditions, please do not provide us with any Submissions. We shall have the right (but not the obligation) to and review Submissions and any other information transmitted or received through the Sites and Services, or by email, and to censor, edit, remove or prohibit the transmission or receipt of any information or Submissions (in whole or in part) that we deem inappropriate or in violation of these Terms and Conditions. During monitoring, the Submissions may be examined, recorded or copied, and your use of the Sites and Services constitutes your consent to such monitoring and review.
You are fully responsible for the content of your Submissions. You are prohibited from submitting or transmitting to or from the Sites and Services: (i) any unlawful, threatening, libelous, defamatory, obscene, pornographic, or other material or content that would violate rights of publicity and/or privacy or that would violate any law; (ii) any commercial material or content (including, but not limited to, solicitation of funds, advertising, or marketing of any good or services); (iii) any material or content that infringes, misappropriates or violates any copyright, trademark, patent right or other proprietary right of any third party; and (iv) any material or content that contains a virus, bug or other harmful item. You shall be solely liable for any damages resulting from any violation of the foregoing restrictions, or any other harm resulting from your Submissions to the Sites and Services or by email. You acknowledge that we may exercise our rights (e.g. use, publish, delete) any Submission by you without notice to you.
Our policies with respect to claims by third parties that any Submission, infringes the copyrights owned by said third party can be found in the “Copyright Complaints; Repeat Infringer Policy” section below.
You are prohibited from violating, or attempting to violate, the security of the Sites and Services. Any such violations may result in criminal and civil liabilities to you. We will investigate any alleged violations, and, if a criminal violation is suspected, we will cooperate with law enforcement agencies in their investigations. Violations of the security of the Site and Services include, but are not limited to:
- Logging into or attempting to log into a server or account that you are not authorized to access;
- Accessing data or taking any action to obtain services not intended for your use;
- Infringement. You are prohibited from using the Sites or Services to infringe on any person's copyright, trademark, patent or other intellectual property rights. We may terminate your right to access the Site and Services if we believe you are using the Site and Services in a manner that infringes the copyright, trademark, patent or other intellectual property rights of another;
- Tampering, hacking, modifying or otherwise corrupting or breaching security or authentication measures without proper authorization;
- Attempting to probe, scan, or test the vulnerability of any system, subsystem or network;
- Transmitting material that contains viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines or engines with the intent or effect of damaging, destroying, disrupting or otherwise impairing a computer's functionality or the operation of the Site or Services;
- Interfering with, intercepting or expropriating any system, data or information; or Interfering with service to any user, host, or network including, without limitation, by means of overloading, "flooding," "mailbombing," or "crashing" any computer system.
- "Spam" and Similar Actions. You are prohibited from transmitting the same or similar unsolicited e-mail messages, bulk commercial advertising, or chain letters.
USE OF THE SITES AND SERVICES
As a condition of your use of the Sites and Services, you represent and warrant that (i) you are at least 18 years of age; (ii) you possess the legal authority to create a binding legal obligation; (iii) you will use the Sites and Services in accordance with these Terms and Conditions; (iv) all information supplied by you to Sites and Services is true, accurate, current and complete; (v) you will comply with all applicable law, rules and regulations relating to your use of the Sites and Services, including any relevant federal and state laws and codes; (vi) if you have an online account, you will safeguard your account information and will supervise and be completely responsible for any use of your account by you and anyone other than you. We retain the right at our sole discretion to deny access to anyone to the Services, at any time and for any reason, including, but not limited to, for violation of these Terms and Conditions.
LINKS TO THIRD PARTY SITES
The Sites and Services may contain hyperlinks to websites operated by parties other than Cleco. Such hyperlinks are provided for your convenience only. We do not control such websites and are not responsible for their content, privacy and/or security or other practices of such websites. Our inclusion of hyperlinks to such websites does not imply any endorsement of the material on such websites or any association with their operators.
DISCLAIMER OF WARRANTIES
CLECO MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS AND CONTENT CONTAINED ON OR RELATED TO THE SITES AND SERVICES FOR ANY PURPOSE. THE INCLUSION OR OFFERING OF ANY PRODUCTS OR SERVICES ON THE SITES AND SERVICES DOES NOT CONSTITUTE ANY ENDORSEMENT OR RECOMMENDATION OF SUCH PRODUCTS OR SERVICES BY CLECO. ALL INFORMATION, SOFTWARE, PRODUCTS, AND CONTENT CONTAINED ON OR RELATED TO THE SITES AND SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTY OF ANY KIND. CLECO DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS THAT THE SITES OR SERVICES, ITS SERVERS OR ANY EMAIL SENT FROM THE CLECO ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CLECO HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS RELATED TO THE INFORMATION, SOFTWARE, PRODUCTS AND CONTENT CONTAINED ON OR RELATED TO THE SITES AND SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS OR SUITABILITY FOR A PARTICULAR RESPONSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM A COURSE OF PERFORMANCE, DEALING OR TRADE USAGE. Applicable law in your jurisdiction may not allow the exclusion of certain warranties, so the above exclusions may not apply to you to the extent so prohibited.
The information, software, products and content contained on or related to the Sites and Services may include inaccuracies or errors, including pricing errors. In particular, Cleco does not guarantee the accuracy of, and disclaims all liability for, any errors or other inaccuracies displayed on the Sites and Services. In addition, we expressly reserve the right to correct any pricing errors on our Sites and Services at any time.
LIMITATION OF LIABILITY
IN NO EVENT SHALL CLECO BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION, DAMAGES FOR ANY LOSS OF OPPORTUNITY OR OTHER PECUNIARY LOSS, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, YOUR ACCESS TO, DISPLAY OF, OR USE OF THE SITES AND SERVICES, OR WITH THE DELAY OR INABILITY TO ACCESS, DISPLAY OR USE THE SITES AND SERVICES (INCLUDING, BUT NOT LIMITED TO, YOUR RELIANCE UPON OPINIONS APPEARING ON THE SERVICES; ANY COMPUTER VIRUSES, INFORMATION, SOFTWARE, LINKED SITES, PRODUCTS AND SERVICES OBTAINED THROUGH THE SITES AND SERVICES; OR OTHERWISE ARISING OUT OF THE ACCESS TO, DISPLAY OF OR USE OF THE SITES AND SERVICES) EVEN IF CLECO HAS BEEN ADVISED OF THE POSSIBILITY OR PROBABILITY OF SUCH DAMAGES OR LOSSES, WHETHER SUCH LIABILITY IS BASED UPON CONTRACT, TORT, NEGLIGENCE OR OTHER LEGAL THEORY. Some jurisdictions do not allow certain limitations on damages, so the limitations and exclusions above may not apply to you. If this section is held to be unenforceable, then liability will be limited to the fullest extent permitted by applicable law.
You agree to defend, indemnify and hold harmless Cleco, our respective officers, directors, employees and agents, from and against any and all third party claims, causes of action, demands, and associated recoveries, losses, damages, fines, expenses (including reasonable legal and other professional fees), penalties or other costs or expenses of any kind or nature, arising out of or resulting from: (i) your breach of these Terms and Conditions; (ii) your violation of any law or the rights of a third party; or (iii) your use of the Sites and Services.
ENTIRE AGREEMENT; WAIVER, ETC.
MODIFICATION/UPDATES TO TERMS AND CONDITIONS
These Terms and Conditions may be amended or modified by us at any time, without notice. We encourage you to review these Terms and Conditions each time you use the Sites and Services in case they have changed.
SEVERABILITY AND SURVIVABILITY
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
The Sites and Services may contain forward-looking statements. Forward-looking statements are based on management’s beliefs and assumptions. Various factors may cause actual results to be materially different than the suggested outcomes within forward-looking statements. There is no assurance that such results will be realized.
Risk factors and uncertainties are identified and discussed in Cleco’s reports filed with the SEC and available at the SEC’s website at sec.gov. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than described. Forward-looking statements speak only as of the date they are made and Cleco expressly disclaims an obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.