Effective: December 5, 2018
About Us. Company is committed to safeguarding the information you entrust to Company and believes that every User should know how it utilizes the information collected from Users. Please note that the Site may contain links to other web sites, and the Site allows Users to download or otherwise access content (including software), controlled by third parties. Company is not responsible for the privacy practices of these or any other web sites or content controlled by third parties, and you access and utilize such content and web sites entirely at your own risk. Company recommends that you review the privacy and other practices governing any other web sites that you choose to visit and any content you wish to download or otherwise access. Company is based, and this web site is hosted, in the United States of America. If you are from the European Union, Canada or other regions of the world with laws governing data collection and use that may differ from U.S. law you may not use the Site.
- Information Company Collects. Our Site has the ability to collect two types of information from and about you: (a) information that you provide that may be used to personally and specifically identify or contact you; and (b) information that does not personally identify you. We collect this information: (i) directly from you when you provide it to us; (ii) automatically as you navigate through the Site; and/or (iii) from third parties, for example, our business partners. Users browsing the Site without registering an account or affirmatively providing personally identifiable information to Company do so anonymously.
Personally Identifiable Information: Our definition of personally identifiable information is any information that may be used to specifically identify or contact you, which may include, but not be limited to (i) contact data (such as a User’s name, mailing and e-mail addresses, phone number, employer, or affiliated company); (ii) demographic data (such as a User’s gender, zip code, age, or relevant experience); or (iii) other information willingly inputted by account holders in relation to services provided via our Site. Company does not collect social security numbers. If a User includes such User’s personally identifiable information as part of the content that such User posts to the Site, such information may be made available to any party using the Site. Users may provide and Company (“User Content”) may collect personally identifiable information from Users for a number of reasons, such as creating a profile, registering an account, taking a poll or survey, receiving a newsletter, or in relation to services provided via the Site. If you communicate with Company by e-mail or otherwise, post User Content to the Site, post messages to any forums, complete online forms, surveys or entries, provide information outside of the account registration process, or otherwise interact with or use the features on the Site, any information you provide may be collected by Company. Certain information you provide may not be personally identifiable when standing alone (e.g., your age), but may become so when combined with other information (e.g., your age and name). Whether or not you provide this information is your choice; however, in many instances this type of information is required to realize a benefit we may offer, or gain access to certain services or content offered on our Site.
Non-Personal Information. Our definition of non-personal information is any information that does not personally identify you. Non-personal information can include certain personally identifiable information that has been de-identified; that is, information about you that has been rendered anonymous. We obtain non-personal information about you from information that you provide us, either separately or together with your personally identifiable information. We also automatically collect certain non-personal information from you when you access our Site. This information can include, among other things: your IP address, GPS coordinates, or other unique identifiers that are automatically assigned to your computer, mobile or other device used to access the Site; the type of browser you are using (e.g., Internet Explorer, Firefox, Safari, etc.); the third party website from which your visit originated; the operating system you are using (e.g., Vista, Windows XP, Mac OS, etc.); the domain name of your Internet service provider (e.g., Spectrum, Google, AT&T, NetZero, etc.); the search terms you use on our Site; user activity on our Site, including the specific areas within our Site that you visit; and the time of day and duration of your visits.
Additionally, certain information regarding your computer systems, network locations, IP address and software may be communicated to Company in certain circumstances by the digital rights management systems associated with certain Content that you download or access via the Site in order to prevent unauthorized use or distribution of the associated Content. Any non-personally identifiable information collected by Company (such as patterns of utilization) is exclusively owned by Company and may be used as it sees fit in accordance with applicable law.
III. Additional Information about Collection Methods. A few of the methods and/or avenues that may be used to collect non-personal information include, without limitation, the following (and subsequent technology and methods hereafter developed):
Web Beacons and Ad Networks. Company may allow other companies, called ad networks, to serve advertisements to Users via the Site. Ad networks include third party ad servers, ad agencies, ad technology vendors and research firms. Company may “target” some ads to Users that fit a certain general profile. To deliver these ads properly, the Site may include a file, called a web beacon, from these ad networks within pages served by the Site or implement other monitoring technologies so the networks may provide anonymous, aggregated auditing, research and reporting for advertisers as well as to target ads to you while you visit other web sites. These general targets may also be used by ad networks to display targeted ads on other web sites as a substitute for random, irrelevant ads. In addition, the Site may use the technology of ad networks to serve ads only when you visit this Site. Ad networks may use non-personal information, such as your state or zip code, in order to provide advertisements about goods and services that may be of particular interest to you while you visit this Site. Because your web browser must request these advertisements and web beacons from the ad network’s servers, these companies can view, edit or set their own cookies, just as if you had requested a web page from their site.
- Keeping Your Information Secure. When you submit information to us through our Site, you should be aware that your information is transmitted across the Internet and that no method of transmission over the Internet is 100% secure. Although we strive to protect your personally identifiable information and privacy and take reasonable security measures to protect your information when we receive it, you also need to ensure you take appropriate steps to protect your information. Your information may be accessed and viewed by other Internet users, without your knowledge and permission, while in transit to or from us. Please be advised that we cannot and do not ensure, represent, guarantee or warrant the security of any information you disclose or transmit to us online and are not responsible for the theft, destruction, or inadvertent disclosure of your personally identifiable information.
Notice of Loss. In the unfortunate event that your “personally identifiable information” (as the term or similar terms are defined by any applicable law requiring notice upon a security breach) is compromised, we may notify you by e-mail (at our sole and absolute discretion) to the last e-mail address you have provided us in the most expedient time reasonable under the circumstances; provided, however, delays in notification may occur while we take necessary measures to determine the scope of the breach and restore reasonable integrity to the system as well as for the legitimate needs of law enforcement if notification would impede a criminal investigation. From time to time we evaluate new technology for protecting information, and when appropriate, we upgrade our information security systems.
- How Company Uses Information.
Company may use personally identifiable information collected through the Site for the specific purposes for which the information was collected, to verify your identity, verify your address, to contact Users for a variety of reasons, such as customer service, regarding other content and services offered by Company that we believe may be of interest to you, to manage risk, to allow Users to contact one another in connection with services offered on the Site, or to communicate with you about Content or other information you have posted or shared via our Site, and otherwise to enhance Users’ experience with Company or benefits and services offered by the Company to Users on or independent of its Site. Company may also use information collected through the Site for research regarding the effectiveness of the Site and the business planning, marketing, advertising and sales efforts of Company, its trusted affiliates, independent contractors and business partners. Information collected from you may also be used to ensure compliance with certain terms and conditions and agreements entered between you and Company as well as to prevent unauthorized use or disclosure of Content downloaded or otherwise accessed via the Site.
Company will communicate with you through email and notices posted on this Site. These may include a series of welcome emails which help inform new Users about various features of the Site, emails and confirmations regarding actions taken by you on the Site or orders placed by you through the Site, and notices relating to the proper functioning of the Site or your account. Company may use your personal information to send you promotional information relating to the Content, products and services offered by third parties that Company feels may be of interest to you. The personal information you provide will allow us to alert you to new developments, new products, features and enhancements; special offers; upgrade opportunities; and surveys, contests and events of interest. We strive to limit use of the information you provide to those offers that we think you would appreciate receiving. To opt out of further communications from a marketing partner or sponsor with whom your information has been shared, please contact that partner directly. We may send Company emails that may contain information regarding third-party products or services; however, this doesn’t mean that we’ve traded your personal information to any party.
We may use the non-personally identifiable information that we collect in a variety of ways, including to administer the Site, help us analyze site traffic, understand customer needs and trends, carry out targeted promotional activities, improve the quality of the pages that make up our Site, gather broad demographic information, and to improve our Site. We may use your non-personal information by itself or aggregate it with information we have obtained from others.
- Disclosure of Information.
Company may disclose personally identifiable information collected from Users to its parent, subsidiary, third parties and other related companies, including, but not limited to, our co-promotional partners, vendors, consultants and professional advisors, trusted affiliates, independent contractors and business partners who will use the information for the purposes outlined above, to the extent necessary for them to perform or provide the services offered by the Site and the Site itself, and for the specific purposes for which the information was collected.
Company may disclose personally identifiable information in order to protect the rights, property or safety of a User or any other person. Company may disclose personally identifiable information if we believe it is necessary to investigate, prevent, or take action regarding a violation by User of any contractual or other relationship with Company or where Company has a good faith belief that access, preservation or disclosure of such information is reasonably necessary to protect the rights, property or safety of Company, its users or the public or the perpetration of any illegal or harmful activity, or as otherwise required by law. Company may also disclose aggregate, anonymous data based on information collected from Users to content developers, investors, advertisers and potential partners. Finally, Company may disclose or transfer personally identifiable information collected from Users to a subsequent owner, co-owner or operator of our business, Site or applicable database; or in connection with or in contemplation of a sale of its assets or business or a merger, consolidation or other reorganization of its business.
Notwithstanding anything herein to the contrary, we reserve the right to disclose any personally identifiable or non-personal information about you if we are required to do so by law, with respect to copyright and other intellectual property infringement claims, or if we believe that such action is necessary to: (a) fulfill a government request; (b) conform with the requirements of the law or legal process; (c) protect or defend our legal rights or property, our Site, or other users; or (d) in an emergency to protect the health and safety of our users or the general public.
VII. Additional Considerations.
Personal Information Provided as Part of User Content. Company does not edit or otherwise remove User Content before it is posted on the Site. If a User does not wish to have such User’s personally identifiable information made available in this manner, such User must remove any such information before posting such content. Company is not liable for any damages caused or incurred due to personally identifiable information made available in the foregoing manners.
Security of Information. Information about Users that is maintained on Company’s systems is protected using industry standard security measures. In order to secure your personal information, access to your data is password-protected, and sensitive data is protected by SSL encryption when it is exchanged between your web browser and the Site. However, no security measures are perfect or impenetrable, and Company cannot guarantee that the information submitted to, maintained on or transmitted from its systems will be completely secure. Company is not responsible for the circumvention of any privacy settings or security measures contained on the Site by any Users or third parties.
Children’s Privacy. Our Site is a general audience site. We do not knowingly collect personal information from children under the age of 13. If you use the Site, you hereby represent and warrant that you are at least thirteen (13) years of age. In compliance with the Children’s Online Privacy Protection Act, any information we receive from users we believe to be under the age of 13 will be purged from our database.
Effective: December 5, 2018
Termination. Company reserves the right to terminate this Agreement at any time and for any reason upon ten (10) days’ notice to you. Further, you agree that Company shall not be liable to you or any third-party for any termination or suspension of your access to the Site or any part thereof, or removal of Content (as defined herein). You may terminate this Agreement at any time by immediately discontinuing all access to the Site. Termination or cancellation of this Agreement shall not affect any right or relief to which Company may be entitled at law or in equity.
Denial of Access. Company may discontinue or alter any aspect of the Site, remove Content, functionality or applications from the Site, restrict the time the Site is available or restrict the amount of use permitted at Company’s sole discretion and without prior notice or liability. You agree that Company may, under certain circumstances, immediately suspend and/or terminate your access to the Site or any part thereof. You further agree that such measures shall be taken in Company’s sole discretion and without liability to you or any third party.
II. Your Use of the Site
Prohibited Uses. You are solely responsible for any and all acts and omissions that occur under your account or password, and you agree not to engage in unacceptable use of the Site or any part thereof, which includes, without limitation:
(a) use of the Site to post, store or disseminate material or information that, is or to a reasonable person may be false, fraudulent, unlawful, tortious, pornographic, defamatory, libelous, harassing, invasive of another’s privacy, threatening, malicious, embarrassing, hateful or racially, ethnically or otherwise objectionable;
(b) use of the Site to post, store or disseminate Content, files, graphics, software or other material or information that actually or potentially infringes the rights of any person, including, without limitation, the copyright, trademark, patent, trade secret or other intellectual property rights, or privacy, moral or publicity rights, of any person;
(c) use of the Site to interfere, disrupt or attempt to gain unauthorized access to other accounts on the Site, to restricted portion of the Site, to Content, or any other computer network or equipment;
(d) use of the Site to post, store or disseminate any type of computer viruses, trojan horses or any other malicious, destructive, disabling code or programs designed to interrupt, permit unauthorized access, destroy or limit the functionality of any computer software, hardware, system or telecommunications equipment;
(e) use of the Site to post, store or disseminate any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or other fraudulent schemes, or any other form of solicitation;
(f) use of any manual or automated software, devices or other processes to “crawl” or “spider” any web pages contained in the Site (including, without limitation, the use of robots, bots, spiders, scrapers or any other means to extract pricing, product, service or other data from the Site);
(g) use of the Site to gain competitive intelligence about Company, the Site or any product offered via the Site or to otherwise compete with Company or its affiliates; use the information in the Site to create or sell a similar product or information;
(h) harvesting or otherwise collecting any information about other users, including, without limitation, email addresses or other contact information of other users;
(i) use anything intended to damage or interfere with the proper functioning of the Site and the systems to which it connects or do anything that interferes with any other person’s use of the Site; framing or otherwise simulating the appearance or functions of the Site or any portion thereof;
(j) attempt to copy, change, disassemble, reverse engineer, decrypt, frame or translate the Site or otherwise attempt to learn the source code, structure, or ideas upon which the Site is based; attempt to copy, change, delete or alter any Content that is not posted by you;
You agree to defend, indemnify and hold harmless Company, its officers, members, directors, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including attorneys’ fees and costs and expenses, arising out of or in any way connected with any claim brought by a third party against Company arising out of your use of the Site.
User Accounts. For certain aspects of the Site, you may be asked to register an account. In the event you agree to register an account, you will select and/or receive a username and password upon providing registration information and successfully completing the registration process. This account is personal to you, and you will not share it or allow any other person to utilize your account. You are responsible for maintaining the confidentiality of your username and password and are fully responsible for all activities that occur under your username and password. You agree to immediately notify Company in the event (a) your registration information changes, or (b) you learn of or have reason to suspect any unauthorized use of your account or any other breach of security. You also agree that you will provide truthful and accurate information during the registration process. Company may refuse to grant a particular username to you for any reason, including, without limitation, in the event Company determines that such username impersonates someone else, is protected by trademark or other proprietary right law or is vulgar or otherwise offensive.
Content. You acknowledge that the Site may contain or provide access to information, designs, compilations, magnetic translations, digital conversions, software, photos, video, text, graphics, music, sounds or other material provided by Company or third parties (collectively, “Content”) that are owned by Company or one of its affiliates or vendors, and protected by copyright, patent, trademark, trade secret or other intellectual property laws, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. You may not use images, trademarks, service marks, logos and/or icons displayed on the Site as these are our property and/or our licensors’ and may not be used without our written permission. You may not obscure or remove any proprietary rights or notices contained in or on the Site. All copyrighted material, trademark, service mark, legal, proprietary or other notice must not be removed from the Site and the Content you may access.
User Content. The Site offers the ability for Users to create an account and to submit ideas, photographs, pictures, data, questions, comments, suggestions, and information including personally identifiable information (collectively, “User Content“). User Content posted by users via the Site is the intellectual property of the specific users who post such content. By posting or delivering User Content, you hereby grant to Company a limited, transferable, nonexclusive, worldwide, perpetual, royalty-free license to display, reproduce, distribute, and perform your Content for purposes of providing the services herein. Termination of a user account shall terminate the license to User Content granted to the Company.
User Content Representations. For any User Content that you post via the Site, you hereby represent and warrant that: (a) you are owner of such User Content or otherwise have the right to grant Company the licenses granted pursuant to this Agreement; (b) you have secured any and all consents necessary to post the User Content and to grant the foregoing licenses; (c) the User Content does not violate the rights of any third party, including, without limitation, the intellectual property, privacy or publicity rights of any third party, and such User Content does not contain any personally identifiable information about third parties in violation of such parties’ rights; and (d) the use of any User Content will not result in harm, personal injury, or infringement to any third party. You agree to defend, indemnify and hold harmless Company, its officers, members, directors, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including attorneys’ fees and costs and expenses, arising out of or in any way connected with (a) any claim that the User Content you provide infringes or misappropriates any intellectual property or other rights of Company or third parties, (b) any claim brought by a third party against Company relating to the User Content you provide.
Privacy of Others. You agree not to disclose information of other users that you may obtain through your use of the Site to third parties, or use the information for any purposes without the other user’s consent. You agree to only use another user’s information in connection with the Site.
- Warranties; Disclaimers; Limitation of Liability; Indemnification
Disclaimers of Warranties. Company uses reasonable efforts to maintain the Site, but Company is not responsible for any defects or failures associated with the Site, any part thereof, any Content posted using the Site, the User Content or any damages (such as lost profits or other consequential damages) that may result from any such defects or failures. The Site may be inaccessible or inoperable for any reason, including, without limitation: (a) equipment malfunctions, (b) periodic maintenance procedures, upgrades or repairs which Company may undertake from time to time, or (c) causes beyond the control of Company or which are not foreseeable by Company. Company will not be liable for failure to provide access to the Site for any reason whatsoever.
NEITHER COMPANY NOR ANY OF OUR AFFILIATES MAKES ANY PROMISES ABOUT THE SITE. TO THE MAXIMUM EXTENT ALLOWED BY LAW, COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED AND THE SITE, ANY CONTENT, AND ANY INFORMATION PROVIDED VIA THE SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE”. COMPANY MAKES NO COMMITMENTS ABOUT THE RELIABILITY, AVAILABILITY, OR SECURITY OF THE SITE AND RELATED TRANSMISSION OF PERSONAL INFORMATION. COMPANY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS OR OTHER OBLIGATIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
ALTHOUGH COMPANY USES REASONABLE EFFORTS TO ENSURE THAT THE INFORMATION CONTAINED ON THE SITE IS AS ACCURATE AS POSSIBLE, COMPANY ALSO GIVES NO WARRANTY OF ANY KIND REGARDING THE SITE AND/OR COMPANY CONTENT POSTED OR OTHERWISE MADE AVAILABLE THEREIN. COMPANY, WITHOUT LIMITATION, MAKES NO WARRANTY THAT THE SITE, ANY CONTENT OR ANY OTHER INFORMATION PROVIDED VIA THE SITE WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS, OR THAT USE OF THE FOREGOING WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. FURTHER, COMPANY DOES NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENCY OR RELIABILITY OF ANY COMPANY CONTENT, OR THAT THE RESULTS OBTAINED FROM THE USE OF THE SITE OR COMPANY CONTENT WILL BE ACCURATE OR RELIABLE, OR THAT THE QUALITY OF THE SITE OR ANY CONTENT, PRODUCTS, INFORMATION OR OTHER MATERIAL OBTAINED THROUGH THE SITE WILL MEET YOUR EXPECTATIONS.
Limitation of Liability. TO THE MAXIMUM EXTENT ALLOWED BY LAW, YOU EXPRESSLY UNDERSTAND AND AGREE THAT COMPANY SHALL NOT BE LIABLE FOR ANY COMPENSATORY, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SITE OR ANY CONTENT; (II) THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS RESULTING FROM THE INABILITY TO ACCESS OR UTILIZE ANY PRODUCTS PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE, OR OTHERWISE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS, CONTENT OR DATA; OR (IV) ANY OTHER MATTER RELATING TO THE SITE, OR ITS CONTENT. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE TO DISCONTINUE USE OF THE SITE AND TERMINATE THIS AGREEMENT IN ACCORDANCE WITH ITS TERMS. TO THE MAXIMUM EXTENT ALLOWED BY LAW, IN NO EVENT SHALL COMPANY’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SITE.
Release/Indemnification. You agree to release Company, its members, managers, officers, employees and agents, from any and all liability and obligations whatsoever in connection with or arising from your use of the Site. If at any time you are not happy with the Site or object to any material within the Site, your sole remedy is to cease using them. You agree to defend, indemnify and hold harmless Company, its officers, members, directors, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including attorneys’ fees and costs and expenses, arising out of or in any way connected with (a) your access to or use of the Site or any part thereof, (b) any User Content you post via the Site, (c) a breach or alleged breach by you of any of your representations, warranties, covenants or obligations under this Agreement, (d) infringement or misappropriation of any intellectual property or other rights of Company or third parties by you, or (e) any negligence or willful misconduct by you, (e) any other claim related to your performance under this Agreement, or (f) your use of any Content provided by Company.
Copyright Notice. Company respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Company’s Copyright Agent the following information: (a) an electronic or physical signature of the owner or person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of where the material that you claim is infringing is located on the Site sufficient to allow us to locate the allegedly infringing material; (d) your address, telephone number, and email address; (e) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Please contact Company’s Copyright Agent for Notice of Claims of copyright infringement at: firstname.lastname@example.org. Copyright owners and agents acknowledge that failure to comply with all of the requirements of the foregoing may result in an invalidity of the DMCA notice.
Counter-Notice. If you believe that the Content that was removed (or to which access was disabled) is not infringing, or that you have authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the Content, you may send a counter-notice containing the following information to the Copyright Agent: (a) your physical or electronic signature; (b) identification of the Content that has been removed or to which access has been disabled and the location at which the Content appeared before it was removed or disabled; (c) a statement that you have a good faith belief that the Content was removed or disabled as a result of mistake or a misidentification of the User Content; and (d) your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in Kansas and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Copyright Agent, Company may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed Content or cease disabling it in ten (10) business days. Unless the copyright owner files an action seeking a court order against the person providing such Content, the removed Content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at Company’s sole discretion.
Removal of User Content. Please note however, that the removal of such User Content may not be completely removed or may otherwise still be available to others in the following circumstance: (a) your User Content has been retained in Company’s data backup systems or for archival purposes.
Independent Contractors. The parties are and shall be independent contractors and neither party by virtue of this Agreement shall have any right, power or authority to act or create any obligation, express or implied, on behalf of the other.
Waiver/Severability. No waiver of any term, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision or condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver. If any provision of this Agreement is determined to be illegal or unenforceable, then such provision will be enforced to the maximum extent possible and the other provisions will remain fully effective and enforceable.
Notice. Unless otherwise provided in this Agreement, all notices shall be in writing and shall be deemed to be delivered when sent by first-class mail, postage prepaid, or when sent by facsimile or email to either party’s last known post office, facsimile or email address, respectively. You hereby consent to notice by email. Company may send you via such email address Company newsletters, product updates, service-related information and other offers and information from Company or its business partners, and you hereby consent to such emails. Company also may contact you by email to respond to any customer service or other inquiries you submit.
Law/Forum. This Agreement is governed by and construed in accordance with the laws of the State of Kansas, without giving effect to its principles of conflicts of law. Any litigation arising out of this Agreement shall be brought by either party in a court of competent jurisdiction located in Wyandotte County, Kansas, and each party hereby waives any defenses it may have before such courts based on a lack of personal jurisdiction or inconvenient forum. Each party hereby expressly and irrevocably waives the right to a jury trial. The prevailing party shall be awarded its reasonable attorneys’ fees and costs in any proceeding arising out of or related to this Agreement. The parties agree that no action arising under this Agreement may be brought by User more than one (1) year after the cause of action has accrued. You agree to waive your right
Equitable Relief/Fees. The parties agree that breach of the provisions of this Agreement, including, but not limited to, the unauthorized use of the Site or Content, would cause irreparable harm and significant injury to Company, which would be both difficult to ascertain, and which would not be compensable by damages alone. As such, the parties agree that Company has the right to enforce the provisions of this Agreement by injunction (without necessity of posting bond), specific performance, or other equitable relief without prejudice to any other rights and remedies Company may have for your breach of this Agreement. If any action in law or in equity is necessary to enforce the terms of this Agreement, the prevailing party will be entitled to reasonable fees of attorneys, accountants, and other professionals, and costs and expenses in addition to any other relief to which such prevailing party may be entitled.
Force Majeure. If the performance of any part of this Agreement by either party (other than the payment of money) is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, judicial or governmental action, labor disputes, act of God or any other causes beyond the control of either party, that party shall be excused from such to the extent that it is prevented, hindered or delayed by such causes.
Survival. The terms and provisions of Sections 3, 4, 5, 6, and 7 shall survive any termination or expiration of this Agreement.
Assignment. You shall not assign or transfer this Agreement or any rights or obligations under this Agreement. Any unauthorized assignment or transfer shall be void and constitutes ground for immediate termination of this Agreement by Company. This Agreement binds and inures to the benefit of the Company and their respective permitted successors and permitted assigns.
Entire Agreement. This Agreement constitutes the complete and exclusive statement of the agreement between the parties with respect to the Site and supersedes any and all prior or contemporaneous communications, representations, statements and understandings, whether oral or written, between the parties concerning the Site. The captions and headings of this Agreement are included for ease of reference only and will be disregarded in interpreting or construing this Agreement.
Contact. This Site is operated by the Company. All inquiries may be directed to Company at email@example.com