These Terms of Use constitute a legally binding agreement made
between you, whether personally or on behalf of an entity (“you”)
and efosa Inc ("Company," “we,"
“us," or “our”), concerning your
access to and use of the
http://www.efosa.ca
website as well as any other media form, media channel, mobile
website or mobile application related, linked, or otherwise
connected thereto (collectively, the “Site”).
You agree that by accessing the Site, you have read, understood, and
agreed to be bound by all of these Terms of Use. IF YOU DO NOT AGREE
WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED
FROM USING THE SITE AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted
on the Site from time to time are hereby expressly incorporated
herein by reference. We reserve the right, in our sole discretion,
to make changes or modifications to these Terms of Use at any time
and for any reason. We will alert you about any changes by
updating the “Last updated” date of these Terms of Use, and you
waive any right to receive specific notice of each such change.
Please ensure that you check the applicable Terms every time you
use our Site so that you understand which Terms apply. You will be
subject to, and will be deemed to have been made aware of and to
have accepted, the changes in any revised Terms of Use by your
continued use of the Site after the date such revised Terms of Use
are posted.
The information provided on the Site is not intended for
distribution to or use by any person or entity in any jurisdiction
or country where such distribution or use would be contrary to law
or regulation or which would subject us to any registration
requirement within such jurisdiction or country. Accordingly,
those persons who choose to access the Site from other locations
do so on their own initiative and are solely responsible for
compliance with local laws, if and to the extent local laws are
applicable.
The Site is intended for users who are at least 13 years of
age. All users who are minors in the jurisdiction in which they
reside (generally under the age of 18) must have the permission
of, and be directly supervised by, their parent or guardian to
use the Site. If you are a minor, you must have your parent or
guardian read and agree to these Terms of Use prior to you using
the Site.
Unless otherwise indicated, the Site is our proprietary property
and all source code, databases, functionality, software, website
designs, audio, video, text, photographs, and graphics on the Site
(collectively, the “Content”) and the trademarks, service marks,
and logos contained therein (the “Marks”) are owned or controlled
by us or licensed to us, and are protected by copyright and
trademark laws and various other intellectual property rights and
unfair competition laws of the United States, international
copyright laws, and international conventions. The Content and the
Marks are provided on the Site “AS IS” for your information and
personal use only. Except as expressly provided in these Terms of
Use, no part of the Site and no Content or Marks may be copied,
reproduced, aggregated, republished, uploaded, posted, publicly
displayed, encoded, translated, transmitted, distributed, sold,
licensed, or otherwise exploited for any commercial purpose
whatsoever, without our express prior written permission.
Provided that you are eligible to use the Site, you are granted a
limited license to access and use the Site and to download or
print a copy of any portion of the Content to which you have
properly gained access solely for your personal, non-commercial
use. We reserve all rights not expressly granted to you in and to
the Site, the Content and the Marks.
By using the Site, you represent and warrant that: (1) all registration information you submit will be true,
accurate, current, and complete; (2) you will maintain the accuracy of such information and
promptly update such registration information as necessary; (3) you have the legal capacity and you agree to comply with
these Terms of Use; (4) you are not under the age of 13; (5) you are not a minor in the jurisdiction in which you reside,
or if a minor, you have received parental permission to use the
Site; (6) you will not access the Site through automated or non-human
means, whether through a bot, script, or otherwise; (7) you will not use the Site for any illegal or unauthorized
purpose; and (8) your use of the Site will not violate any applicable law or
regulation.
If you provide any information that is untrue, inaccurate, not
current, or incomplete, we have the right to suspend or
terminate your account and refuse any and all current or future
use of the Site (or any portion thereof).
You may be required to register with the Site. You agree to
keep your password confidential and will be responsible for all
use of your account and password. We reserve the right to
remove, reclaim, or change a username you select if we
determine, in our sole discretion, that such username is
inappropriate, obscene, or otherwise objectionable.
You may not access or use the Site for any purpose other than
that for which we make the Site available. The Site may not be
used in connection with any commercial endeavors except those
that are specifically endorsed or approved by us.
As a user of the Site, you agree not to:
- Systematically retrieve data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
- Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
- Circumvent, disable, or otherwise interfere with security-related features of the Site, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and/or the Content contained therein.
- Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.
- Use any information obtained from the Site in order to harass, abuse, or harm another person.
- Make improper use of our support services or submit false reports of abuse or misconduct.
- Use the Site in a manner inconsistent with any applicable laws or regulations.
- Engage in unauthorized framing of or linking to the Site.
- Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Site.
- Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
- Delete the copyright or other proprietary rights notice from any Content.
- Attempt to impersonate another user or person or use the username of another user.
- Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).
- Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site.
- Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Site to you.
- Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or any portion of the Site.
- Copy or adapt the Site’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
- Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site.
- Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Site, or using or launching any unauthorized script or other software.
- Use a buying agent or purchasing agent to make purchases on the Site.
- Make any unauthorized use of the Site, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
- Use the Site as part of any effort to compete with us or otherwise use the Site and/or the Content for any revenue-generating endeavor or commercial enterprise.
- Sell or otherwise transfer your profile.
- Fraud
6. USER GENERATED CONTRIBUTIONS
The Site may invite you to chat, contribute to, or
participate in blogs, message boards, online forums, and other
functionality, and may provide you with the opportunity to
create, submit, post, display, transmit, perform, publish,
distribute, or broadcast content and materials to us or on the
Site, including but not limited to text, writings, video,
audio, photographs, graphics, comments, suggestions, or
personal information or other material (collectively,
"Contributions"). Contributions may be viewable by other users
of the Site and through third-party websites. As such, any
Contributions you transmit may be treated as non-confidential
and non-proprietary. When you create or make available any
Contributions, you thereby represent and warrant that:
- The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
- You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Site, and other users of the Site to use your Contributions in any manner contemplated by the Site and these Terms of Use.
- You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Site and these Terms of Use.
- Your Contributions are not false, inaccurate, or misleading.
- Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
- Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).
- Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
- Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
- Your Contributions do not violate any applicable law, regulation, or rule.
- Your Contributions do not violate the privacy or publicity rights of any third party.
- Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.
- Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
- Your Contributions do not otherwise violate, or link to material that violates, any provision of these Terms of Use, or any applicable law or regulation.
Any use of the Site in violation of the foregoing violates
these Terms of Use and may result in, among other things,
termination or suspension of your rights to use the
Site.
7. CONTRIBUTION LICENSE
By posting your Contributions to any part of the Site or
making Contributions accessible to the Site by linking your
account from the Site to any of your social networking
accounts, you automatically grant, and you represent and
warrant that you have the right to grant, to us an
unrestricted, unlimited, irrevocable, perpetual,
non-exclusive, transferable, royalty-free, fully-paid,
worldwide right, and license to host, use, copy, reproduce,
disclose, sell, resell, publish, broadcast, retitle, archive,
store, cache, publicly perform, publicly display, reformat,
translate, transmit, excerpt (in whole or in part), and
distribute such Contributions (including, without limitation,
your image and voice) for any purpose, commercial,
advertising, or otherwise, and to prepare derivative works of,
or incorporate into other works, such Contributions, and grant
and authorize sublicenses of the foregoing. The use and
distribution may occur in any media formats and through any
media channels.
This license will apply to any form, media, or technology now
known or hereafter developed, and includes our use of your
name, company name, and franchise name, as applicable, and any
of the trademarks, service marks, trade names, logos, and
personal and commercial images you provide. You waive all
moral rights in your Contributions, and you warrant that moral
rights have not otherwise been asserted in your
Contributions.
We do not assert any ownership over your Contributions. You
retain full ownership of all of your Contributions and any
intellectual property rights or other proprietary rights
associated with your Contributions. We are not liable for any
statements or representations in your Contributions provided
by you in any area on the Site. You are solely responsible for
your Contributions to the Site and you expressly agree to
exonerate us from any and all responsibility and to refrain
from any legal action against us regarding your
Contributions.
We have the right, in our sole and absolute discretion, (1) to
edit, redact, or otherwise change any Contributions; (2) to
re-categorize any Contributions to place them in more
appropriate locations on the Site; and (3) to pre-screen or
delete any Contributions at any time and for any reason, without
notice. We have no obligation to monitor your
Contributions.
8. GUIDELINES FOR REVIEWS
We may provide you areas on the Site to leave reviews or
ratings. When posting a review, you must comply with the
following criteria: (1) you should have firsthand experience
with the person/entity being reviewed; (2) your reviews should
not contain offensive profanity, or abusive, racist, offensive,
or hate language; (3) your reviews should not contain
discriminatory references based on religion, race, gender,
national origin, age, marital status, sexual orientation, or
disability; (4) your reviews should not contain references to
illegal activity; (5) you should not be affiliated with
competitors if posting negative reviews; (6) you should not make
any conclusions as to the legality of conduct; (7) you may not
post any false or misleading statements; and (8) you may not
organize a campaign encouraging others to post reviews, whether
positive or negative.
We may accept, reject, or remove reviews in our sole
discretion. We have absolutely no obligation to screen reviews
or to delete reviews, even if anyone considers reviews
objectionable or inaccurate. Reviews are not endorsed by us, and
do not necessarily represent our opinions or the views of any of
our affiliates or partners. We do not assume liability for any
review or for any claims, liabilities, or losses resulting from
any review. By posting a review, you hereby grant to us a
perpetual, non-exclusive, worldwide, royalty-free, fully-paid,
assignable, and sublicensable right and license to reproduce,
modify, translate, transmit by any means, display, perform,
and/or distribute all content relating to reviews.
As part of the functionality of the Site, you may link your account
with online accounts you have with third-party service providers
(each such account, a “Third-Party Account”) by either: (1)
providing your Third-Party Account login information through the
Site; or (2) allowing us to access your Third-Party Account, as is
permitted under the applicable terms and conditions that govern your
use of each Third-Party Account. You represent and warrant that you
are entitled to disclose your Third-Party Account login information
to us and/or grant us access to your Third-Party Account, without
breach by you of any of the terms and conditions that govern your
use of the applicable Third-Party Account, and without obligating us
to pay any fees or making us subject to any usage limitations
imposed by the third-party service provider of the Third-Party
Account. By granting us access to any Third-Party Accounts, you
understand that (1) we may access, make available, and store (if
applicable) any content that you have provided to and stored in your
Third-Party Account (the “Social Network Content”) so that it is
available on and through the Site via your account, including
without limitation any friend lists and (2) we may submit to and
receive from your Third-Party Account additional information to the
extent you are notified when you link your account with the
Third-Party Account. Depending on the Third-Party Accounts you
choose and subject to the privacy settings that you have set in such
Third-Party Accounts, personally identifiable information that you
post to your Third-Party Accounts may be available on and through
your account on the Site. Please note that if a Third-Party Account
or associated service becomes unavailable or our access to such
Third Party Account is terminated by the third-party service
provider, then Social Network Content may no longer be available on
and through the Site. You will have the ability to disable the
connection between your account on the Site and your Third-Party
Accounts at any time. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE
THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY
ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH
THIRD-PARTY SERVICE PROVIDERS. We make no effort to review any
Social Network Content for any purpose, including but not limited
to, for accuracy, legality, or non-infringement, and we are not
responsible for any Social Network Content. You acknowledge and
agree that we may access your email address book associated with a
Third-Party Account and your contacts list stored on your mobile
device or tablet computer solely for purposes of identifying and
informing you of those contacts who have also registered to use the
Site. You can deactivate the connection between the Site and your
Third-Party Account by contacting us using the contact information
below or through your account settings (if applicable). We will
attempt to delete any information stored on our servers that was
obtained through such Third-Party Account, except the username and
profile picture that become associated with your account.
10. SUBMISSIONS
You acknowledge and agree that any questions, comments,
suggestions, ideas, feedback, or other information regarding the
Site ("Submissions") provided by you to us are non-confidential
and shall become our sole property. We shall own exclusive rights,
including all intellectual property rights, and shall be entitled
to the unrestricted use and dissemination of these Submissions for
any lawful purpose, commercial or otherwise, without
acknowledgment or compensation to you. You hereby waive all moral
rights to any such Submissions, and you hereby warrant that any
such Submissions are original with you or that you have the right
to submit such Submissions. You agree there shall be no recourse
against us for any alleged or actual infringement or
misappropriation of any proprietary right in your
Submissions.
11. THIRD-PARTY WEBSITE AND CONTENT
The Site may contain (or you may be sent via the Site) links to
other websites ("Third-Party Websites") as well as articles,
photographs, text, graphics, pictures, designs, music, sound, video,
information, applications, software, and other content or items
belonging to or originating from third parties ("Third-Party
Content"). Such Third-Party Websites and Third-Party Content are not
investigated, monitored, or checked for accuracy, appropriateness,
or completeness by us, and we are not responsible for any
Third-Party Websites accessed through the Site or any Third-Party
Content posted on, available through, or installed from the Site,
including the content, accuracy, offensiveness, opinions,
reliability, privacy practices, or other policies of or contained in
the Third-Party Websites or the Third-Party Content. Inclusion of,
linking to, or permitting the use or installation of any Third-Party
Websites or any Third-Party Content does not imply approval or
endorsement thereof by us. If you decide to leave the Site and
access the Third-Party Websites or to use or install any Third-Party
Content, you do so at your own risk, and you should be aware these
Terms of Use no longer govern. You should review the applicable
terms and policies, including privacy and data gathering practices,
of any website to which you navigate from the Site or relating to
any applications you use or install from the Site. Any purchases you
make through Third-Party Websites will be through other websites and
from other companies, and we take no responsibility whatsoever in
relation to such purchases which are exclusively between you and the
applicable third party. You agree and acknowledge that we do not
endorse the products or services offered on Third-Party Websites and
you shall hold us harmless from any harm caused by your purchase of
such products or services. Additionally, you shall hold us harmless
from any losses sustained by you or harm caused to you relating to
or resulting in any way from any Third-Party Content or any contact
with Third-Party Websites.
We allow advertisers to display their advertisements and other
information in certain areas of the Site, such as sidebar
advertisements or banner advertisements. If you are an advertiser,
you shall take full responsibility for any advertisements you
place on the Site and any services provided on the Site or
products sold through those advertisements. Further, as an
advertiser, you warrant and represent that you possess all rights
and authority to place advertisements on the Site, including, but
not limited to, intellectual property rights, publicity rights,
and contractual rights. We simply provide the space to place such
advertisements, and we have no other relationship with
advertisers.
We reserve the right, but not the obligation, to: (1) monitor the
Site for violations of these Terms of Use; (2) take appropriate
legal action against anyone who, in our sole discretion, violates
the law or these Terms of Use, including without limitation,
reporting such user to law enforcement authorities; (3) in our
sole discretion and without limitation, refuse, restrict access
to, limit the availability of, or disable (to the extent
technologically feasible) any of your Contributions or any portion
thereof; (4) in our sole discretion and without limitation,
notice, or liability, to remove from the Site or otherwise disable
all files and content that are excessive in size or are in any way
burdensome to our systems; and (5) otherwise manage the Site in a
manner designed to protect our rights and property and to
facilitate the proper functioning of the Site.
14. PRIVACY POLICY
We care about data privacy and security. Please review our Privacy Policy: https://efosa.ca/privacy-policy. By using the Site, you agree to be bound by our Privacy Policy,
which is incorporated into these Terms of Use. Please be advised
the Site is hosted in
Canada. If you access the Site from any other region of the world with
laws or other requirements governing personal data collection,
use, or disclosure that differ from applicable laws in
Canada, then through your continued use of the Site, you are
transferring your data to
Canada, and you agree to have your data transferred to and processed in
Canada.
15. COPYRIGHT INFRINGEMENTS
We respect the intellectual property rights of others. If you
believe that any material available on or through the Site
infringes upon any copyright you own or control, please
immediately notify us using the contact information provided below
(a “Notification”). A copy of your Notification will be sent to
the person who posted or stored the material addressed in the
Notification. Please be advised that pursuant to applicable law
you may be held liable for damages if you make material
misrepresentations in a Notification. Thus, if you are not sure
that material located on or linked to by the Site infringes your
copyright, you should consider first contacting an attorney.
These Terms of Use shall remain in full force and effect while
you use the Site. WITHOUT LIMITING ANY OTHER PROVISION OF THESE
TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION
AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE
SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON
FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION
FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT
CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR
REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE
SITE OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION
THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE
DISCRETION.
If we terminate or suspend your account for any reason, you are
prohibited from registering and creating a new account under
your name, a fake or borrowed name, or the name of any third
party, even if you may be acting on behalf of the third party.
In addition to terminating or suspending your account, we
reserve the right to take appropriate legal action, including
without limitation pursuing civil, criminal, and injunctive
redress.
We reserve the right to change, modify, or remove the contents
of the Site at any time or for any reason at our sole discretion
without notice. However, we have no obligation to update any
information on our Site. We also reserve the right to modify or
discontinue all or part of the Site without notice at any time.
We will not be liable to you or any third party for any
modification, price change, suspension, or discontinuance of the
Site.
We cannot guarantee the Site will be available at all times. We
may experience hardware, software, or other problems or need to
perform maintenance related to the Site, resulting in
interruptions, delays, or errors. We reserve the right to
change, revise, update, suspend, discontinue, or otherwise
modify the Site at any time or for any reason without notice to
you. You agree that we have no liability whatsoever for any
loss, damage, or inconvenience caused by your inability to
access or use the Site during any downtime or discontinuance of
the Site. Nothing in these Terms of Use will be construed to
obligate us to maintain and support the Site or to supply any
corrections, updates, or releases in connection therewith.
These Terms shall be governed by and defined following the
laws of
Canada. efosa Inc and yourself irrevocably consent that the courts of
Canada shall have exclusive jurisdiction to resolve any dispute
which may arise in connection with these terms.
Informal Negotiations
To expedite resolution and control the cost of any dispute,
controversy, or claim related to these Terms of Use (each
"Dispute" and collectively, the “Disputes”) brought by either
you or us (individually, a “Party” and collectively, the
“Parties”), the Parties agree to first attempt to negotiate
any Dispute (except those Disputes expressly provided below)
informally for at least thirty (30) days before initiating
arbitration. Such informal negotiations commence upon written
notice from one Party to the other Party.
Any dispute arising out of or in connection with this
contract, including any question regarding its existence,
validity, or termination, shall be referred to and finally
resolved by the International Commercial Arbitration Court
under the European Arbitration Chamber (Belgium, Brussels,
Avenue Louise, 146) according to the Rules of this ICAC,
which, as a result of referring to it, is considered as the
part of this clause. The number of arbitrators shall be three
(3). The seat, or legal place, of arbitration shall be
Toronto, Canada. The language of the proceedings shall be
English.
The governing law of the contract shall be the substantive law
of
Canada.
The Parties agree that any arbitration shall be limited to
the Dispute between the Parties individually. To the full
extent permitted by law, (a) no arbitration shall be joined
with any other proceeding; (b) there is no right or authority
for any Dispute to be arbitrated on a class-action basis or to
utilize class action procedures; and (c) there is no right or
authority for any Dispute to be brought in a purported
representative capacity on behalf of the general public or any
other persons.
The Parties agree that the following Disputes are not subject
to the above provisions concerning informal negotiations and
binding arbitration: (a) any Disputes seeking to enforce or
protect, or concerning the validity of, any of the
intellectual property rights of a Party; (b) any Dispute
related to, or arising from, allegations of theft, piracy,
invasion of privacy, or unauthorized use; and (c) any claim
for injunctive relief. If this provision is found to be
illegal or unenforceable, then neither Party will elect to
arbitrate any Dispute falling within that portion of this
provision found to be illegal or unenforceable and such
Dispute shall be decided by a court of competent jurisdiction
within the courts listed for jurisdiction above, and the
Parties agree to submit to the personal jurisdiction of that
court.
There may be information on the Site that contains
typographical errors, inaccuracies, or omissions, including
descriptions, pricing, availability, and various other
information. We reserve the right to correct any errors,
inaccuracies, or omissions and to change or update the
information on the Site at any time, without prior notice.
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU
AGREE THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR
SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM
ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE
AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS
ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE
CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO
LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR
INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR
PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR
ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR
USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL
INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY
INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE,
(5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE
TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR
(6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR
ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE
OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE
VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME
RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED
BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR
ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR
OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY
BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND
ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE
PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY
ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE
CAUTION WHERE APPROPRIATE.
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE
LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT,
CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE
DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR
OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING
ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU
FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE
ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY,
BY YOU TO US. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO
NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR
LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME
OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO
YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
You agree to defend, indemnify, and hold us harmless, including
our subsidiaries, affiliates, and all of our respective
officers, agents, partners, and employees, from and against any
loss, damage, liability, claim, or demand, including reasonable
attorneys’ fees and expenses, made by any third party due to or
arising out of: (1) your Contributions; (2) use of the Site; (3) breach of these Terms of Use; (4) any breach of your representations and warranties set forth
in these Terms of Use; (5) your violation of the rights of a third party, including but
not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Site with
whom you connected via the Site. Notwithstanding the foregoing,
we reserve the right, at your expense, to assume the exclusive
defense and control of any matter for which you are required to
indemnify us, and you agree to cooperate, at your expense, with
our defense of such claims. We will use reasonable efforts to
notify you of any such claim, action, or proceeding which is
subject to this indemnification upon becoming aware of it.
We will maintain certain data that you transmit to the Site for
the purpose of managing the performance of the Site, as well as
data relating to your use of the Site. Although we perform
regular routine backups of data, you are solely responsible for
all data that you transmit or that relates to any activity you
have undertaken using the Site. You agree that we shall have no
liability to you for any loss or corruption of any such data,
and you hereby waive any right of action against us arising from
any such loss or corruption of such data.
Visiting the Site, sending us emails, and completing online
forms constitute electronic communications. You consent to
receive electronic communications, and you agree that all
agreements, notices, disclosures, and other communications we
provide to you electronically, via email and on the Site,
satisfy any legal requirement that such communication be in
writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES,
CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY
OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR
COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or
requirements under any statutes, regulations, rules, ordinances,
or other laws in any jurisdiction which require an original
signature or delivery or retention of non-electronic records, or
to payments or the granting of credits by any means other than
electronic means.
These Terms of Use and any policies or operating rules posted
by us on the Site or in respect to the Site constitute the
entire agreement and understanding between you and us. Our
failure to exercise or enforce any right or provision of these
Terms of Use shall not operate as a waiver of such right or
provision. These Terms of Use operate to the fullest extent
permissible by law. We may assign any or all of our rights and
obligations to others at any time. We shall not be responsible
or liable for any loss, damage, delay, or failure to act caused
by any cause beyond our reasonable control. If any provision or
part of a provision of these Terms of Use is determined to be
unlawful, void, or unenforceable, that provision or part of the
provision is deemed severable from these Terms of Use and does
not affect the validity and enforceability of any remaining
provisions. There is no joint venture, partnership, employment
or agency relationship created between you and us as a result of
these Terms of Use or use of the Site. You agree that these
Terms of Use will not be construed against us by virtue of
having drafted them. You hereby waive any and all defenses you
may have based on the electronic form of these Terms of Use and
the lack of signing by the parties hereto to execute these Terms
of Use.
