INTRODUCTIONAND ACCEPTANCE
We offers you access to its interactiveonline websites, applications and services. These Terms of Use, and anyadditional terms which might apply to certain products or services, govern youruse of our websites (“Website”) or any of our widgets or other applications(“Applications”) – together, our “Services”. Our Services all locations onwhich we place these Terms of Use. PLEASE READ THESE TERMS OF USE CAREFULLYBEFORE USING OUR SERVICES. BY USING ANY OF OUR SERVICES (OTHER THAN TO READTHESE TERMS OF USE FOR THE FIRST TIME) YOU ARE AGREEING TO COMPLY WITH THESETERMS OF USE, WHICH MAY CHANGE FROM TIME TO TIME AS SET FORTH IN SECTION TITLED“AMENDMENTS; ADDITIONAL TERMS”. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMSOF USE, DO NOT USE OUR SERVICES.
INTELLECTUALPROPERTY
Our Services and associated content (andany derivative works or enhancements of the same) including, but not limitedto, all artwork, text, illustrations, files, images, software, scripts,graphics, photos, sounds, music, videos, information, content, materials,products, services, URLs, technology, documentation, and interactive featuresincluded with or available through our Services (collectively, the “ServiceContent”) and all intellectual property rights to the same are owned by us, ourlicensors, or both. Additionally, all trademarks, service marks, trade namesand trade dress that may appear in our Services are owned by us, our licensors,or identified third parties. Except for the limited use rights granted to youin these Terms of Use, you shall not acquire any right, title or interest inour Services or any Service Content. Any rights not expressly granted in theseTerms of Use are expressly reserved.
ACCESS ANDUSE
A. Our Services are provided for yourpersonal, non-commercial use only. We may offer certain portions of ourServices at no charge and others for a one-time fee, on a subscription basis orunder any other lawful pricing structure. In all instances, our Services arenot being sold to you; rather, you are being granted or purchasing a limitedlicense to use our Services. In addition, unless we specifically tell youotherwise, the use of any of our paid Services does not transfer acrossoperating systems and/or different equipment (e.g., mobile devices, computers,etc.). For example, unless we specifically tell you otherwise, the use of ourmobile Application is limited to the relevant device and/or operating systemyou are using at the time you purchase a license to use the Application. B.When using our Services, you agree to comply with all applicable federal,state, and local laws including, without limitation, copyright law. Except asexpressly permitted in these Terms of Use or as we may otherwise permit, youmay not use, reproduce, duplicate, distribute, create derivative works basedupon, publicly display, publicly perform, publish, transmit, or otherwiseexploit Service Content for any purpose whatsoever without obtaining priorwritten consent from us or, in the case of third party content, its applicableowner. In certain instances, we may suggest, ask or otherwise permit you todownload, install or print Service Content. In such a case, you may do so onlyin the manner authorized and for your non-commercial use only. You acknowledgethat you do not acquire any ownership rights by downloading, installing orprinting Service Content. C. Furthermore, except as expressly permitted inthese Terms of Use, you may not: (i) remove, alter, cover, or distort anycopyright, trademark, or other proprietary rights notice we include in orthrough our Services or Service Content; (ii) circumvent, disable or otherwiseinterfere with our security-related features including, without limitation, anyfeatures that prevent or restrict the use of or copying of any software orother Service Content; (iii) use an automatic device (such as a robot orspider) or manual process to copy or “scrape” the Website or Service Contentfor any purpose without our express written permission; (iv) collect or harvestany personally identifiable information from our Services including, withoutlimitation, user names, passwords, email addresses; (v) solicit other users tojoin or become members of any commercial online service or other organizationwithout our prior written approval; (vi) attempt to or interfere with theproper working of our Services or impair, overburden, or disable the same;(vii) decompile, reverse engineer, or disassemble any portion of our softwareor other Service Content, or our Services; (viii) use network-monitoringsoftware to determine architecture of or extract usage data from our Services;(ix) encourage conduct that violates any local, state or federal law, eithercivil or criminal, or impersonate another user, person, or entity (e.g., usinganother person’s Membership (as defined below)); (x) violate U.S. export laws,including, without limitation, violations of the Export Administration Act andthe Export Administration Regulations administered by the Department ofCommerce; or (xi) engage in any conduct that restricts or inhibits any otheruser from using or enjoying our Services. D. You agree to fully cooperate withus to investigate any suspected or actual activity that is in breach of theseTerms of Use.
SERVICECONTENT & THIRD PARTY LINKS
A. We provide our Services including, withoutlimitation, Service Content for educational, entertainment and/or promotionalpurposes only. You may not rely on any information and opinions expressedthrough any of our Services for any other purpose. In all instances, it is yourresponsibility to evaluate the accuracy, timeliness, completeness, orusefulness of any Service Content. Under no circumstances will we be liable forany loss or damage caused by your reliance on any Service Content. B. In manyinstances, Service Content will include content posted by a third-party or willrepresent the opinions and judgments of a third-party. We do not endorse,warrant and are not responsible for the accuracy, timeliness, completeness, orreliability of any opinion, advice, or statement offered through our Servicesby anyone other than our authorized employees or spokespersons while acting intheir official capacities C. Our Services may link or contain links to otherwebsites maintained by third parties. We do not operate or control, in anyrespect, or necessarily endorse the content found on these third-partywebsites. You assume sole responsibility for your use of third-party links. Weare not responsible for any content posted on third-party websites or liable toyou for any loss or damage of any sort incurred as a result of your dealingswith any third-party or their website.
INDEMNIFICATION
You agree to indemnify and hold harmlessand its officers, directors, employees, parents, partners, successors, agents,distribution partners, affiliates, subsidiaries, and their related companiesfrom and against any and all claims, liabilities, losses, damages, obligations,costs and expenses (including reasonable attorneys’ fees and costs) arising outof, related to, or that may arise in connection with: (i) your use of ourServices; (ii) User Content provided by you or through use of your Membership;(iii) any actual or alleged violation or breach by you of these Terms of Use;(iv) any actual or alleged breach of any representation, warranty, or covenantthat you have made to us; or (v) your acts or omissions. You agree to cooperatefully with us in the defense of any claim that is the subject of yourobligations hereunder.
DISCLAIMER OFWARRANTIES
A. YOU EXPRESSLY AGREE THAT USE OF OURSERVICES IS AT YOUR SOLE RISK. OUR SERVICES AND SERVICE CONTENT (INCLUDINGSOFTWARE) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTYOF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING AND TOTHE FULLEST EXTENT PERMITTED BY LAW AND ITS OFFICERS, DIRECTORS, EMPLOYEES,PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES,SUBSIDIARIES, AND THEIR RELATED COMPANIES DISCLAIM ANY AND ALL WARRANTIESINCLUDING ANY: (1) WARRANTIES THAT OUR SERVICES WILL MEET YOUR REQUIREMENTS;(2) WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, SECURITY, USEFULNESS,TIMELINESS, OR INFORMATIONAL CONTENT OF OUR SERVICES OR SERVICE CONTENT; (3)WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR APARTICULAR PURPOSE; (4) WARRANTIES FOR SERVICES OR GOODS RECEIVED THROUGH ORADVERTISED OR ACCESSED THROUGH OUR SERVICES; (5) WARRANTIES CONCERNING THEACCURACY OR RELIABILITY OF THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OURSERVICES; (6) WARRANTIES THAT YOUR USE OF OUR SERVICES WILL BE SECURE ORUNINTERRUPTED; AND (7) WARRANTIES THAT ERRORS IN OUR SERVICES OR SERVICECONTENT (INCLUDING SOFTWARE) WILL BE CORRECTED.
LIMITATION ONLIABILITY
A. UNDER NO CIRCUMSTANCES SHALL ITSOFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS,DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES, OR THEIR RELATED COMPANIES BELIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES(EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUTOF, RELATING TO, OR IN ANY WAY CONNECTED WITH OUR SERVICES OR THESE TERMS OFUSE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH OUR SERVICES INCLUDING, WITHOUTLIMITATION, SERVICE CONTENT IS TO STOP USING OUR SERVICES. SUCH LIMITATIONSHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF GOODS RECEIVEDTHROUGH OR ADVERTISED IN CONNECTION WITH OUR SERVICES OR ANY LINKS PLACED INOUR SERVICES, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVEDTHROUGH OR ADVERTISED IN CONNECTION WITH OUR SERVICES OR ANY LINKS PLACED INOUR SERVICES. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURREDBY REASON OF ANY CONTENT POSTED BY A THIRD PARTY OR CONDUCT OF A THIRD PARTYUSING OUR SERVICES. B. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINEDHEREIN, IN NO EVENT SHALL THE CUMULATIVE LIABILITY OF ITS OFFICERS, DIRECTORS,EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS,AFFILIATES, SUBSIDIARIES, AND THEIR RELATED COMPANIES EXCEED THE LESSER OF THETOTAL PAYMENTS RECEIVED FROM YOU BY DURING THE PRECEDING TWELVE (12) MONTHPERIOD OR $100. FURTHERMORE, YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF,RELATING TO, OR IN ANY WAY CONNECTED WITH ANY OF OUR SERVICES OR THESE TERMS OFUSE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES;OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED. C. In somejurisdictions limitations of liability are not permitted. In suchjurisdictions, some of the foregoing limitations may not apply to you. Theselimitations shall apply to the fullest extent permitted by law.
TERMINATION
A. We reserve the right in our solediscretion and at any time to terminate or suspend your Membership and/or blockyour use of our Services for any reason including, without limitation if youhave failed to comply with the letter and spirit of these Terms of Use. Youagree that is not liable to you or any third party for any termination orsuspension of your Membership or for blocking your use of our Services. B. Anysuspension or termination shall not affect your obligations to us under theseTerms of Use. The provisions of these Terms of Use which by their nature shouldsurvive the suspension or termination of your Membership or these Terms of Useshall survive including, but not limited to the rights and licenses that youhave granted hereunder, indemnities, releases, disclaimers, limitations onliability, provisions related to choice of law, and all of the provisions inthe Section titled “MISCELLANEOUS”.
COPYRIGHTPOLICY
A. We respect the intellectual propertyrights of others and expect users to do the same. In appropriate circumstancesand at our sole discretion, we may terminate and/or disable the Membership ofusers suspected to be infringing the copyrights (or other intellectual propertyrights) of others. Additionally, in appropriate circumstances and in our solediscretion, we may remove or disable access to material on any of our websitesor hosted on our systems that may be infringing or the subject of infringingactivity. B. In accordance with the Digital Millennium Copyright Act of 1998,Title 17 of the United States Code, Section 512 (“DMCA”). If you are acopyright owner (or authorized to act on behalf of the copyright owner) andbelieve that your work’s copyright has been infringed, please report yournotice of infringement to us with a written notification of claimedinfringement that includes substantially the following: (i) A physical orelectronic signature of a person authorized to act on behalf of the owner of anexclusive right that is allegedly infringed. (ii) Identification of thecopyrighted work claimed to have been infringed, or, if multiple copyrightedworks at a single online site are covered by a single notification, arepresentative list of such works at that site. (iii) Identification of thematerial that is claimed to be infringing or to be the subject of infringingactivity and that is to be removed or access to which is to be disabled, andinformation reasonably sufficient to permit us to locate the material. (iv)Information reasonably sufficient to permit us to contact you, such as anaddress, telephone number, and, if available, an electronic mail address atwhich you may be contacted. (v) A statement that you have a good faith beliefthat use of the material in the manner complained of is not authorized by thecopyright owner, its agent, or the law. (vi) A statement that the informationin the notification is accurate, and under penalty of perjury, that you areauthorized to act on behalf of the owner of an exclusive right that isallegedly infringed. We will investigate notices of copyright infringement andtake appropriate actions under the DMCA. Inquiries that do not follow thisprocedure may not receive a response.
AMENDMENT;ADDITIONAL TERMS
A. We reserve the right in our solediscretion and at any time and for any reason, to modify or discontinue anyaspect or feature of our Services or to modify these Terms of Use. In addition,we reserve the right to provide you with operating rules or additional termsthat may govern your use of our Services generally, unique of our Services, orboth (“Additional Terms”). Any Additional Terms that we may provide to you willbe incorporated by reference into these Terms of Use. To the extent anyAdditional Terms conflict with these Terms of Use, the Additional Terms willcontrol. B. Modifications to these Terms of Use or Additional Terms will beeffective immediately upon notice, either by posting on the Website,notification by email or through any of our Applications. It is your responsibilityto review the Terms of Use from time to time for any changes or AdditionalTerms. Your access and use of our Services following any modification of theseTerms of Use or the provision of Additional Terms will signify your assent toand acceptance of the same. If you object to any subsequent revision to theTerms of Use or to any Additional Terms, immediately discontinue use of ourServices and, if applicable, terminate your Membership
MISCELLANEOUS
A. No waiver by either party of anybreach or default hereunder shall be deemed to be a waiver of any preceding orsubsequent breach or default. The section headings used herein are forconvenience only and shall not be given any legal import. B. Except wherespecifically stated otherwise, if any part of these Terms of Use is unlawful orunenforceable for any reason, we both agree that only that part of the Terms ofUse shall be stricken and that the remaining terms in the Terms of Use shallnot be affected. C. These Terms of Use constitute the entire agreement of theparties with respect to the subject matter hereof, and supersede all previouswritten or oral agreements between us with respect to such subject matter. D.You may not assign these Terms of Use or assign any rights or delegate anyobligations hereunder, in whole or in part, without our prior written consent.Any such purported assignment or delegation by you without the appropriateprior written consent will be null and void and of no force and effect. We mayassign these Terms of Use or any rights hereunder without your consent andwithout notice.
CONTACTINFORMATION
If you have any questions or concernsabout our Terms of Use, please contact us at: [email protected]