As a user of the Services, you agree not to:
-
Systematically retrieve data or other content from the
Services 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 Services, including
features that prevent or restrict the use or copying
of any Content or enforce limitations on the use of
the Services and/or the Content contained
therein.
-
Disparage, tarnish, or otherwise harm, in our
opinion, us and/or the Services.
-
Use any information obtained from the Services 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 Services in a manner inconsistent with any
applicable laws or regulations.
-
Engage in
unauthorized
framing of or linking to the Services.
-
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 Services or modifies, impairs,
disrupts, alters, or interferes with the use,
features, functions, operation, or maintenance of the
Services.
-
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 Services or the networks or services connected to
the Services.
-
Harass, annoy, intimidate, or threaten any of our
employees or agents engaged in providing any portion
of the Services to you.
-
Attempt to bypass any measures of the Services
designed to prevent or restrict access to the
Services, or any portion of the Services.
-
Copy or adapt the Services' 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 Services.
-
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 Services, or use
or launch any
unauthorized
script or other software.
-
Use a buying agent or purchasing agent to make
purchases on the Services.
-
Make any
unauthorized
use of the Services, 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 Services as part of any effort to compete
with us or otherwise use the Services and/or the
Content for any revenue-generating
endeavor
or commercial enterprise.
5. USER GENERATED CONTRIBUTIONS
The Services does not offer users to submit or post
content. We 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 Services, 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 Services and through third-party websites.
When you create or make available any Contributions,
you thereby represent and warrant that:
You and Services agree that we may access, store, process, and
use any information and personal data that you provide
and your choices (including settings).
By submitting suggestions or other feedback regarding the
Services, you agree that we can use and share such feedback for
any purpose without compensation to you.
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 Services. You are solely responsible for
your Contributions to the Services and you expressly agree to
exonerate us from any and all responsibility and to refrain from
any legal action against us regarding your Contributions.
7. SERVICES MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the
Services for violations of these Legal Terms; (2) take appropriate
legal action against anyone who, in our sole discretion, violates the
law or these Legal Terms, 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 Services
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 Services in a manner designed to protect our rights and property
and to facilitate the proper functioning of the Services.
8. TERM AND TERMINATION
These Legal Terms shall remain in full force and effect while you
use the Services. WITHOUT LIMITING ANY OTHER PROVISION OF THESE
LEGAL TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND
WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES
(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 LEGAL
TERMS OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR
USE OR PARTICIPATION IN THE SERVICES OR DELETE
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.
9. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of
the Services at any time or for any reason at our sole discretion
without notice. However, we have no obligation to update any
information on our Services. We
will not be liable to you or any third party for any modification,
price change, suspension, or discontinuance of the Services.
We cannot guarantee the Services will be available at all times. We
may experience hardware, software, or other problems or need to
perform maintenance related to the Services, resulting in
interruptions, delays, or errors. We reserve the right to change,
revise, update, suspend, discontinue, or otherwise modify the
Services 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 Services
during any downtime or discontinuance of the Services. Nothing in
these Legal Terms will be construed to obligate us to maintain and
support the Services or to supply any corrections, updates, or
releases in connection therewith.
10. GOVERNING LAW
These Legal Terms shall be governed by and defined following the
laws of __________. __________ and yourself irrevocably
consent that the courts of
__________
shall have exclusive jurisdiction to resolve any dispute which may
arise in connection with these Legal Terms.
11. DISPUTE RESOLUTION
Informal Negotiations
To expedite resolution and control the cost of any dispute,
controversy, or claim related to these Legal Terms (each a
"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
__________ days before initiating
arbitration. Such informal negotiations commence upon written notice
from one Party to the other Party.
Binding Arbitration
Any dispute arising out of or in connection with these Legal Terms,
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 __________. The seat, or legal place,
or arbitration shall be __________. The language of the proceedings shall be
__________. The governing law of these
Legal Terms shall be substantive law of
__________.
Restrictions
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.
Exceptions to Informal Negotiations and Arbitration
The Parties agree that the
following Disputes are not subject to the above provisions concerning
informal negotiations 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.
12. CORRECTIONS
There may be information on the Services 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 Services at any time, without prior notice.
13.
DISCLAIMER
THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU
AGREE THAT YOUR USE OF THE 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 SERVICES 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 SERVICES' CONTENT OR THE CONTENT OF
ANY WEBSITES OR MOBILE APPLICATIONS LINKED TO THE SERVICES 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 SERVICES, (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 SERVICES,
(5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE
TRANSMITTED TO OR THROUGH THE SERVICES 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
SERVICES. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME
RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A
THIRD PARTY THROUGH THE SERVICES, 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.
14. LIMITATIONS OF LIABILITY
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 SERVICES, 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 LESSER OF THE AMOUNT PAID, IF ANY, BY YOU TO
US
OR . 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.
15. INDEMNIFICATION
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) use of the
Services; (2) breach of
these Legal Terms; (3)
any breach of your representations and warranties set forth in
these Legal Terms; (4)
your violation of the rights of a third party, including but not
limited to intellectual property rights; or (5) any overt harmful act toward any other user of the Services
with whom you connected via the Services. 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.
16. USER DATA
We will maintain certain data that you transmit to the Services for
the purpose of managing the performance of the Services, as well as
data relating to your use of the Services. 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 Services. 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.
17. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Services, 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 Services, 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
SERVICES. 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.
18. MISCELLANEOUS
These Legal Terms and any policies or operating rules posted by us
on the Services or in respect to the Services constitute the entire
agreement and understanding between you and us. Our failure to
exercise or enforce any right or provision of these Legal Terms
shall not operate as a waiver of such right or provision. These
Legal Terms 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 Legal
Terms is determined to be unlawful, void, or unenforceable, that
provision or part of the provision is deemed severable from these
Legal Terms 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 Legal Terms or use of the Services. You agree that
these Legal Terms 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 Legal Terms and
the lack of signing by the parties hereto to execute these Legal
Terms.
19. CONTACT US
In order to resolve a complaint regarding the Services or to
receive further information regarding use of the Services, please
contact us at:
__________