(a) These Terms and Conditions of Sale ("Terms") shall apply to the sale of all products and services ("Products") by DKK America Materials, Inc. ("DKA") to buyer ("Buyer"). These Terms, together with the respective quantities, delivery dates, and other commercial terms specified and accepted by DKA in a quote, Order or invoice, constitute the entire agreement ("Agreement") between DKA and Buyer with respect to the Buyer's Order of Products (“Orders”), and shall supersede all previous communications, warranties and representations, either written or oral, with respect thereto. ALL DOCUMENTS SUBMITTED BY OR TO DKA AND ANY CONTRACT FORMATION BETWEEN DKA AND BUYER ARE EXPRESSLY MADE CONDITTONAL ON BUYER’S ACCEPTANCE OF THESE TERMS WITHOUT MODIFICATION OR SUPPLEMENT. ANY ADDITTONAL OR DIFFERENT TERMS PROPOSED BY BUYER ARE REJECTED IN THEIR ENTIRETY AND SHALL BE DEEMED A MATERIAL ALTERATION OF THESE TERMS, NOTWITHSTANDING DKA'S ACCEPTANCE OF PAYMENT FOR, OR DKA'S DELIVERY OF, ANY PRODUCTS OR ANY OTHER SIMILAR ACT OF DKA. THESE TERMS MAY NOT BE AMENDED, SUPPLEMENTED, OR OTHERWISE MODIFIED, EXCEPT BY A WRITTEN INSTRUMENT SIGNED BY AN AUTHORIZED REPRESENTATIVE OF DKA STATING THAT IT IS MODIFYING THESE TERMS. IF, HOWEVER, DKA'S DOCUMENT OR ACTS SHALL BE DEEMED AN ACCEPTANCE OF A PRIOR OFFER BY BUYER, SUCH ACCEPTANCE IS LIMITED EXCLUSIVELY TO THESE TERMS AND TO THE PRICE, QUANTITY, DELIVERY AND OTHER COMMERCIAL TERMS SPECIFIC TO THE ORDER AS PROVIDED BY DKA. (b) All Orders placed by Buyer shall be subject to acceptance by DKA. DKA has no obligation to accept any Order. DKA reserves the right to allocate any production or inventory of Product in short supply as it may determine in its sole discretion. No Order may be cancelled or altered by Buyer except as explicitly agreed by DKA in writing, (c) A party's failure to enforce any provision shall not operate as a waiver thereof unless such waiver is set forth in a writing signed by the party. (d) The sale-specific commercial terms of sale accepted in writing by DKA shall have priority over these Terms to the extent they cannot be reconciled.
DKA reserves the right to establish and change Product prices and payment terms at any time without notice, provided changes will not apply to previously accepted Orders. Payment terms are net 30 days from date of invoice. Interest shall accrue on overdue invoices and all other amounts due DKA under an Agreement at the rate of the lesser of 1.5% percent per month or the highest rate permitted by law. DKA shall be entitled to recover from Buyer all costs of collection of overdue invoices, including but not limited to reasonable actual attorney’s fees. DKA may in its sole discretion, establish a credit limit for Buyer and to require payment in advance of or C.O.D. terms for any shipment, or to cancel any Order, for which Buyer's financial condition or payment history does not justify in DKA’s opinion the extension of credit. All taxes, duties and any other fees or charges of any nature whatsoever imposed by any governmental authority on or measured by the transaction between DKA and Buyer (excluding federal, state or local income taxes of DKA) shall be paid by Buyer. If DKA is required to pay any such tax, duty fee, or charge, Buyer shall reimburse DKA for such amount on demand by DKA.
Unless the Agreement provides otherwise, all prices and terms of delivery are: (i) EXW DKA's facility (lncoterms 2010) for domestic shipments; and (ii) DDP named destination (lncoterms 2010) for international shipments. Title transfers upon full payment and Seller retains a security interest in the Product. All quoted delivery dates and/or periods are approximate. DKA reserves the right to make delivery in installments. A delay in delivery of any installment shall not relieve Buyer of its obligation to accept that delivery and remaining deliveries. Claims for shortages, errors in delivery, and Product non-conformities, must be specified in detail and sent in writing with supporting documentation to DKA within 10 calendar days after receipt of shipment. Failure to give such notice shall constitute unqualified acceptance and a waiver of all such claims by Buyer. DKA shall not be liable for any damage or loss resulting from delays due to a cause beyond DKA's reasonable control, including but not limited to, an act of God, weather, (e.g., earthquake, tornado, fire, hurricane or flood), an act of Buyer, embargo or other governmental act, regulation or request, accident, emergency repair, strike, slowdown, war, riot, delay in transportation or inability to obtain necessary labor and/or materials. In the event of any such delay, the date of delivery shall be extended for a period equal to the time lost by reason of the delay.
(a) DKA warrants that Products produced by DKA will conform to DKA's published or provided Product specifications and the Certificate of Analysis provided at delivery. If Buyer raises timely claims of a Product non-conformity, DKA and Buyer shall designate a mutually acceptable independent testing company (or designated by a court in the absence of agreement) in the United States to investigate and provide a written report. The testing company's findings shall be conclusive and binding on the parties. The cost of the investigation and report shall be borne by DKA with respect to each Product found not to conform to the warranty and by Buyer with respect to each Product found to conform to the warranty). DKA's exclusive liability, and Buyer's exclusive remedy, for nonconforming Products is limited, at DKA's option, to: (i) replacement of the non-conforming Products or (ii) refund of the purchase price of such Products. Products may not be returned without DKA's written permission and transportation for return will not be paid by DKA unless authorized in advance. (b) Buyer acknowledges that DKA may also act as a distributor for Products that are produced by third parties other than DKA majority owned affiliates ("Resale Products"). Matters relating to the quality of the Resale Products are not within DKA's control. Accordingly, Buyer shall have only the benefit of any warranty extended directly by the applicable producer of the Resale Products. DKA MAKES NO EXPRESS OR OTHER WARRANTIES WHATSOEVER CONCERNING RESALE PRODUCTS AND ALL LIMITATIONS AND DISCLAIMERS SHALL APPLY TO RESALE PRODUCTS. (c) Except for express warrantees set forth herein, all Products are sold “AS IS”. THE FOREGOING WARRANTIES (AND RELATED REMEDIES) ARE IN LIEU OF, AND DKA EXPRESSLY DISCLAIMS, ALL OTHER WARRANTIES, GUARANTEES, REPRESENTATIONS AND REMEDIES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. NO WARRANTY OR ASSUMPTION BY DKA OF ANY LIABILITY IN CONNECTION WITH THE SALE OF THE PRODUCT'S (OTHER THAN THOSE CONTAINED HEREIN) MAY BE MADE UNLESS IN WRITING AND SIGNED BY AN OFFICER OF DKA. THESE DISCLAIMERS AND LIMITATIONS APPLY WHETHER OR NOT THE BUYER MUST SUE TO ENFORCE ITS EXCUSIVE REMEDY AND SHALL NOT BE INVALID BECAUSE OF A FAILURE TO ACHIEVE AN ESSENTIAL PURPOSE.
For a period of two years from the invoice date of a Product, DKA shall defend and indemnity Buyer against any suit, claim or proceeding brought against Buyer that is based on a claim that such Product in its original condition at delivery constitutes a direct infringement of any United States patent issued as of the invoice date of the Product and covering the Product itself. Such obligation shall only apply if Buyer provides notice of the claim within such period. As Buyer’s exclusive remedy, DKA shall, at its option, and in its sole discretion, at DKA’s expense: (i) modify or replace the Product to eliminate the alleged infringement, or (ii) provide the right to use the infringing Product, or (iii) refund the purchase price; and/or terminate any obligations to continue to sell the Product. Notwithstanding the foregoing, DKA shall have no liability or responsibility for any claim resulting from (a) any item or product produced from a Product, (b) any combination of a Product with any other item, (c) any use or application of a Product, (d) any modification of a Product, or (e) any Product made in accordance with Buyer’s specifications or instructions. ALL LIMITATIONS OF LIABILITY AND DISCLAIMERS SHALL APPLY TO CLAIMS OF INFRINGMENT.
Buyer acknowledges that the Products have not, and will not have been, tested by DKA for safety or efficacy in any particular application, unless otherwise stated in DKA's written sale-specific materials furnished to Buyer by DKA directly. Buyer is solely responsible to test and evaluate the Products to determine, to Buyer's satisfaction, whether a Product is suitable for Buyer's intended uses and applications (which shall require evaluation of suitability as to technical, health, safety, environmental, and other requirements). Buyer assumes all responsibility for compliance with regulatory requirements related to the handling, storage, transportation, sale, use and/or disposal of the Products. Buyer acknowledges its obligations to request in writing from DKA and qualified third parties any applicable technical and material safety data. Buyer shall (i) familiarize itself with Product information supplied by DKA, including but not limited to any MSDS, (ii) follow safe handling, use, selling, storage, transportation and disposal practices and ensure that all employees, contractors, agents and customers of Buyer follow these practices, including such special practices as Buyer’s use of the Products may require, (iii) take appropriate actions to avoid spills or other dangers to persons, property or the environment, and (iv) comply with all applicable laws, rules and regulations, whether of the United States, any state thereof or any foreign country, concerning the transportation, storage, use, sale, export and disposal of the Products, including any export control laws. Buyer shall use its own independent skill and expertise in connection with the selection and use of the Products and warrants it possesses skill and expertise in the handling, storage, transportation, treatment, use and disposal of the Products. Except as covered by the express warranties herein, technical information provided by DKA in regards to Products (whether verbal, written or sample) are without warranty or representation. BUYER EXPRESSLY RELEASES, AND SHALL DEFEND AND INDEMNIFY, DKA FROM ALL LIABILITY, IN TORT, CONTRACT OR OTHERWISE, INCURRED IN CONNECTION WITH THE HANDLING, STORAGE, TRANSPORTATION, USE, SALE AND/OR DISPOSAL OF PRODUCT PURCHASED BY BUYER FROM DKA.
IN NO EVENT WILL DKA BE LIABLE FOR INCIDENTAL, SPECIAL, CONSEQUENTIAL, INDIRECT, EXEMPLARY, OR PUNITIVE DAMAGES FROM ANY CAUSE OR FOR ANY REASON WHATSOEVER, IRRESPECTIVE OF WHETHER THE CLAIM ARISES FROM ACTUAL OR ALLEGED BREACH OF WARRANTY, INDEMNIFICATION, BREACH OF CONTRACT, NEGLIGENCE, PRODUCT LIABILITY, CONTRIBUTION OR ANY OTHER LEGAL THEORY. IN NO EVENT WILL DKA BE LIABLE FOR LOST REVENUE, PRODUCTION, INVENTORY OR PROFITS OR FOR ANY EXPENSES ARISING DIRECTLY OR INDIRECTLY FROM THE HANDLING, STORAGE, TRANSPORTATION, USE, SALE OR DISPOSAL OF THE PRODUCT, WHETHER OR NOT BASED ON AN AGREEMENT. IN NO EVENT SHALL DKA’S LIABILITY UNDER ANY THEORY OF LIABILITY EXCEED THE PURCHASE PRICE OF THE SPECIFIC PRODUCTS THAT ARE THE SUBJECT OF ANY CLAIMS MADE BY BUYER.
An Agreement shall be governed by and interpreted in accordance with the laws of the State of Michigan, without giving effect to its conflicts of law provisions. THE RIGHTS AND OBLIGATIONS OF THE PARTIES SHALL NOT BE GOVERNED BY THE U.N. CONVENTION OF CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS. Any litigation or proceeding arising out of or relating to an Agreement, shall be brought exclusively in the courts of the State of Michigan, and each party knowingly, voluntarily and irrevocably consents the personal jurisdiction of such courts and waives any objection as to venue or an inconvenient forum. Each party waives the right to a trial by jury in connection with any such litigation or proceeding. No claim or cause of action, arising under an Agreement may be asserted by Buyer more than one year after the date on which such claim or cause of action arises. All claims of Buyer shall accrue on the date of delivery regardless of the date of the damage or event giving rise to the claim. If any provision hereof shall be illegal, invalid or unenforceable, it shall not affect the legality, validity or enforceability of any other provision and such illegal, invalid, or unenforceable provision shall be interpreted and modified by the parties (or by the court in the absence of an agreement) so as to eliminate such illegality, invalidity and/or unenforceability.
This Website ("Site") is maintained and operated by DKK America Materials, Inc. (“DKA,” "us," “we,” “our,” or “Company”) with its registered office at 19500 Victor Parkway, Suite #290, Livonia, MI 48152. DKA specializes in specializes in integrated production technologies for manufacturing zirconium compounds from zirconium ores. Thus, we offer this Site for you to view information and documents from us (collectively, “Content”) and request further information regarding our products. Please note that you must be of the age of consent in your jurisdiction to use our Services and interact on our Site. If you breach any of the provisions in these Terms of Service (“Terms”), your authorization to use this Site automatically terminates.
We reserve the right to change these Terms from time to time. If such changes are considered material, we will inform you by email, and the changes will take effect one month after sending the email. Your continued use of the Site or our Services after such changes will act as your agreement to accept these modified Terms. You are responsible to return to this Site from time to time to review the most current Terms.
You agree not to use this Site for any of the following activities:
Communications that violate or incite others to violate the law are not allowed. This includes, but is not limited to, asking for or providing, in any way, shape, or form:
Communications that clearly advertise a service or product are not allowed. Users may include a website address in a signature, request comments on their personal site in a social setting, or provide interesting or relevant links to another site.
Accessing or attempting to access any user account not belonging to the rightful owner without permission is prohibited.
Using exploits or tricks in the Site code to gain privileges, access, or abilities not clearly intended by the board design is prohibited.
Violating any of the above rules with a username, any part of the user profile (signature, quote, email, IM), or via feedback forms is prohibited.
Any other activity that is clearly detrimental to the flow of conversation and normal activities of our Site’s users may be grounds for deleting the user’s account.
Our sites include a combination of Content that we create, and that our partners create. All materials we publish on our Site, including, but not limited to written materials, photographs, graphics, images, illustrations, marks, logos, sound or video clips, and Flash animation, are protected by our copyrights and trademarks or those of our partners. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works of, distribute, publicly perform, publicly display, or in any way exploit any of the Content on our Site in whole or in part. If you would like to request permission to use any of the Content on our Site, please send an email to DKASALES@zr-dkk.com.
Our Site is protected by copyright as a collective work or compilation under the copyright laws of the United States and other countries. All individual articles, materials, and other elements comprising this Site are also copyrighted works.
By sharing or communicating on this Site, you automatically grant us the right to use, copy, modify, adapt or publish the content that you post, including for purposes of advertising and publicity, on the Site and elsewhere and we are under no obligation to pay you for your posting. By sharing or communicating content on this Site, you receive consideration in terms of the publication of your post and the goodwill surrounding your content.
Our Site contains Content that we create as well as Content provided by third parties. We do not guarantee the accuracy, the integrity, or the quality of the Content on our Site, and you may not rely on any of this Content.
We have incorporated all reasonable and commercially available measures to protect the Site from unauthorized access. Any unauthorized commercial use of the Service is expressly prohibited. You agree to comply with all applicable local, state, national, and international laws and regulations.
Violations of system or network security are prohibited and may result in criminal and civil liability. We will investigate incidents involving such violations and may involve and will cooperate with law enforcement if a criminal violation is suspected. You must take reasonable security precautions in light of your use of the Site. You are solely responsible for any breaches of security affecting the servers under your control.
The Service and this Site are protected to the maximum extent permitted by copyright and trademark laws and international treaties. The Content of this Site, and related pages, is copyrighted property of DKA, or other suppliers credited as the provider. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Service. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell, or exploit for any commercial purposes, any aspect of the Site.
If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please notify email us at DKASALES@zr-dkk.com.
You represent and warrant that you will not hold us responsible for the quality, safety, or accuracy of the Content on the Site. We provide no warranty or guarantee regarding the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any purposes. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law. If you are aware of any relevant errors, inaccuracies, or discrepancies, including pricing discrepancies please alert us at DKASALES@zr-dkk.com.
ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ANY WARRANTIES: (i) FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY, AND PERFORMANCE OF THE SITE; (ii) FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SITE, OR ACCESSED THROUGH ANY LINKS ON THE SITE; OR (iii) FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE SITE. YOU USE ANY INFORMATION OR MATERIALS ON THIS SITE ENTIRELY AT YOUR OWN RISK. IT IS YOUR RESPONSIBILITY TO ENSURE THAT ANY PRODUCTS, SERVICES, OR INFORMATION AVAILABLE THROUGH THIS SITE MEET YOUR SPECIFIC REQUIREMENTS.
You agree to indemnify and hold us, our officers, subsidiaries, affiliates, successors, assigns, directors, officers, agents, service providers, suppliers and employees, harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of your use of the Site, your violation of the Terms, your breach of any of the representations and warranties in these Terms, or your violation of any rights of another person or entity.
You further consent that this Agreement is governed by and shall be construed in accordance with the laws of the State of Michigan, U.S.A. without reference to its conflicts of law provisions. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. You agree to submit to the personal and exclusive jurisdiction of the state and federal courts located in Michigan for any disputes arising out the use of this Site.
This Agreement constitutes the entire agreement between the parties with respect to the subject matter that it describes. This Agreement supersedes all prior proposals, negotiations, conversations, discussions and agreements between the parties concerning the information it covers.
If, for any reason, a court of competent jurisdiction finds any provision or part of a provision of this Agreement unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of this Agreement. Any remaining provisions of the Agreement will continue to be enforced with full effect.
UNDER NO CIRCUMSTANCES ARE WE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF THE SITE, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE SITE, FROM INABILITY TO USE THE SITE, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE SITE. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE OUR SITE OR ANY LINKS ON THE SITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE SITE OR ANY LINKS ON THE SITE. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. In some jurisdictions, limitations of liability are not permitted and some of the foregoing limitations may not apply to you.
We may, without notice to you, suspend your access to the Site if we discover facts that lead us to reasonably believe the Site is being used in violation of these Terms. You agree to cooperate with our reasonable investigation of any suspected violation of these Terms. We may attempt to contact you prior to your suspension; however, prior notification is not assured.
DKK America Materials, Inc. (also referred to as “DKA,” “we,” “our,” “us”) specializes in integrated production technologies for manufacturing zirconium compounds from zirconium ores.
We collect your personal data whenever you interact with our Site. Generally, we will collect and process the following
We also automatically collect certain information when you access and use our Site. We generally collect the following
We may ask you for personal data in certain fields on the Site at your request. The personal data we collect is used only for the purpose we state at the time of collection or for purposes listed below. For example, our uses may include, but are not limited to, the following:
To the extent that we collect certain demographic information about you, we may use this information in our market research, but we will do so only after we “anonymize” or “pseudonymize” the data, i.e., remove information that would confirm your identity. We will not use your personal data, however, to send commercial or marketing messages to you unless we have your continued consent for which you will have the ability to opt out by sending an email to DKASALES@zr-dkk.com.
We may provide your personal data to third parties, or third parties may collect personal data from you on our behalf if we have contracted with that third party to provide some part of the information or service that you have requested. Other than those who act on our behalf, and except as explained in this Policy, personal data you provide to us will not be transferred to unrelated third parties, unless we have a legal basis to do so. However, please note that the personal data you transmit to us may be subject to disclosure pursuant to judicial or other government subpoenas, warrants, or orders.
We respect your right to access and control your personal data, and you have choices about the data we collect from you. If we request personal data from you that is not necessary for the purposes of providing you with our products and services, then you may decline to provide that personal data. However, if you choose not to provide personal data that is necessary to provide a particular service, you may not have access to certain features of that service.
Regardless of where you live, you can always opt-out of marketing communications, correct or update your information, and implement technical measures to opt-out of targeted or behavioral advertising.
How Do You Correct and Update Your Personal Data?
Our goal is to keep all personal data that we hold accurate, complete, and up-to-date. Please let us know if you change your contact details. If you believe that any of your information is incorrect, incomplete, or out-of-date, you can update your personal details through your account with us, or by contacting DKASALES@zr-dkk.com.
We are committed to protecting the security of your personal data. Depending on the circumstances, we may hold your information in hard copy and / or electronic form. In either situation, we use technologies and procedures to protect your personal data. We review our strategies and methods update them as necessary to meet our business needs, changes in technology, and regulatory requirements. We take our security obligations seriously and so should you. While we are responsible for maintaining the security of our Site, you must also access and use the Site in a manner that is responsible and secure.
We retain personal data for as long as necessary to fulfill the transactions you have requested, or for other business purposes such as complying with our legal obligations, resolving disputes, and enforcing our agreements. We are required by law to keep some types of information for certain periods of time (e.g., statute of limitations). If your personal data is no longer necessary for the legal or business purposes for which it is processed, then we will generally destroy or anonymize that information.
We understand the importance of protecting the privacy of all individuals, especially the very young. Our Site is intended for United States audiences over the age of 18. Our Site and its products are not directed to children, and you may not use our Site if you are under the age of 13. You must also be old enough to consent to the processing of your personal data in the country or state where you live (in some countries, parents or guardians may consent on your behalf). Use of our Site is restricted to adults who are either 18 years of age or older or as otherwise legally defined by the country or state where you live.
If you are a California resident and have an established business relationship with us and want to receive information about how to exercise your third party disclosure choices, you must send a request to the following address with a preference on how our response to your request should be sent (email or postal mail).You may contact us in two ways:
You may send an email to DKASALES@zr-dkk.com, or
You may contact us at:
DKK America Materials, Inc.
19500 Victor Parkway, Suite #290
Livonia, MI 48152
Attn: Your California Privacy Rights
c/o Privacy Administrator
For requests sent via email, you must put the statement “Your California Privacy Rights” in the subject field of your email. All requests sent via postal mail must be labeled “Your California Privacy Rights” on the envelope or post card and clearly stated on the actual request. For all requests, please include your name, street address, city, state, and zip code. (Your street address is optional if you wish to receive a response to your request via email. Please include your zip code for our own recordkeeping.) We will not accept requests via the telephone or by facsimile. We are not responsible for responding to notices that are not labeled or not sent properly, or do not have complete information.