Permitted Use of the Site; Content
The Site is provided on an “as is” basis for the convenience of customers and users, and the Site and the domain name(s) associated with them and all copyrights, trademarks and other proprietary and personal rights of the Site are the sole property of Company. The Site is intended for use by persons 18 years of age or older. You are permitted to access the Site and the content provided by Company (which may include text, images, hosted software, sound files, video or other content, and may be provided via the Site or otherwise) (collectively, “Content”) solely for the purpose of viewing the Site and other services offered by the Site, receiving information about Company’s business and products, communicating with Company, or otherwise as stated on the Site.
Company hereby grants a worldwide, revocable, non-exclusive, non-transferable license to you to use the Content solely for the purpose of utilizing the Site.
You may not copy, modify, reproduce, retransmit or otherwise utilize the Content in any other fashion or for any other purpose without the express written permission of the Content’s owner. All copyrights, trademarks, patents, trade secrets and other proprietary rights contained within the Site are the sole property of Company and/or its licensors, each of whom reserves all rights with regard to such materials.
Company may at its option provide you with one or more areas within the Site for online discussions or other submissions (e.g. social media messaging, message boards, wikis, chat rooms or blogs). Should you choose to participate in such forums, you agree not to utilize the forum for illegal or inappropriate purposes. Company reserves the right but will not be obligated to edit or delete postings to its forums at any time and for any reason. Company shall also have no responsibility or liability for any content created or posted by you or other third parties within any online forums.
You hereby grant Company a worldwide, perpetual, non-exclusive, transferable, fully-paid license to use, copy, perform, edit, rerun, reproduce, syndicate, license, sublicense, print, distribute, exhibit or revise any content provided by you to Company via the Site in any manner and in any medium or forum, whether now known or hereafter devised, without payment to you or any third party (which is referred to in these Terms as “User Content”), including but not limited to any forum posts you may create. Further, by submitting such User Content you agree that upon Company’s request, you will, without charge, make, execute and deliver any and all other instruments that may be necessary or desirable, as determined by Company in its sole discretion, for the purpose of ensuring that all rights in the User Content are transferred to Company and become the sole and exclusive property of Company. In connection with such User Content, you warrant and represent to Company that you have all rights, title and interests necessary to provide such User Content to Company, and that your provision of the User Content to Company shall not infringe any third party’s proprietary or personal rights, including but not limited to any trademark, copyright, patent, or trade secret and such submission will be compliance with all laws, rules and regulations.
Company makes no warranties, express or implied, with regard to the Site, their operation, or your use of the Site, including but not limited to warranties of merchantability or fitness for a particular purpose. Company makes no warranties as to the availability, up-time, functionality, error-free nature or reliability of the Site or other services that you may access via the Site, the Internet, or other technology utilized to present, access or utilize the Site, nor does it warrant that the Site shall be free of computer viruses or other malicious content. Company reserves the right to modify, suspend or discontinue the offering of the Site at any time for any reason without prior notice. Further, while Company utilizes electronic and physical security to reduce the risk of improper access to or manipulation of data during transmission and storage, it cannot guarantee the security or integrity of the data and shall have no liability for breaches of security or integrity or third-party interception in transit, nor for any damage which may result to your computer or other property by your use of the Site.
IN NO EVENT SHALL COMPANY BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DIRECT, CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF DATA, LOSS OF PROFITS OR LOST SAVINGS, ARISING OUT OF THESE TERMS OR THE SITE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, IN NO EVENT SHALL COMPANY’S AGGREGATE LIABILITY FOR ANY REASON ARISING OUT OF THESE TERMS OR THE SITE FROM ALL CAUSES OF ACTION OF ANY KIND, INCLUDING CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF WARRANTY, MISREPRESENTATION, OR OTHERWISE, EXCEED THE AMOUNT (IF ANY) PAID BY YOU TO COMPANY IN CONNECTION WITH THE SITE.
Company may provide links to third party Web Site or services from the Site. Such links are provided for your convenience, and do not necessarily constitute an endorsement by Company of such Site or an affiliation between Company and the owners of such Site, nor shall Company be liable for the contents of such Site. Company will also not be liable for any errors in such links, or for any malfunction of such links.
Company may provide you with an opportunity to obtain software or other proprietary content owned by Company or a third party, such content may be subject to its own license agreement, in addition to these Terms.
By using this Site, you agree to indemnify and hold harmless Company, its affiliates and contractors, and its and their officers, directors, employees and agents from and against any loss, claim, damage, obligation, liability, cost or expense (including, without limitation, reasonable attorneys’ fees and costs of any investigation or preparation) arising out of or in connection with any actual or threatened claim, suit, action or proceeding by any person based on or arising out any use by you, or an account or computer owned by you, or your provision of User Content to Company.
Governing Law; Forum
These Terms shall be governed by and interpreted in accordance with the laws of the State of New York, United States of America. You agree that the exclusive forum for any disputes arising out of these Terms and/or your use of the Site shall be the state and federal courts located in New York.
The provisions regarding ownership, disclaimers, indemnification, governing law and forum set forth above will survive any termination of these Terms. All notices to Company in connection with these Terms shall be provided in writing, and any notice will be deemed to be provided on the date it is received.
Any dispute or claim relating in any way to your use of this website, including any related calls texts or other communications, will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. This includes claims against our clients, vendors, and Marketing Partners, which are third party beneficiaries of this arbitration agreement. The Federal Arbitration Act and federal arbitration law apply to this agreement.
There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of these terms as a court would.
The arbitration may be conducted by the American Arbitration Association (AAA) under its rules, including the AAA’s Supplementary Procedures for Consumer-Related Disputes. The AAA’s rules are available at www.adr.org or by calling 1-800-778-7879. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location.
We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration we each waive any right to a jury trial. We also both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.