TERMS OF SERVICE
Last Updated: February 2017
These Terms state the terms and conditions under which you may use the Services. Please read this page carefully. This is an agreement between you and the Website. If you do not accept these Terms, do not use the Services.
WE OFFER THE SERVICES TO YOU CONDITIONED ON YOUR ACCEPTANCE WITHOUT MODIFICATION OF THESE TERMS. YOUR USE OF THE WEBSITE AND THE SERVICES CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS. THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIABILITY. THESE PROVISIONS FORM AN ESSENTIAL BASIS OF OUR BARGAIN.
Section 1. Intellectual Property Rights; Restrictions and Licenses.
(a) You acknowledge and agree that all materials published on the Website are protected by applicable copyright and/or trademark law. For purposes of clarity, such materials include without limitation, photographs, marks, logos, written content, illustrations, graphics, images, sound or video clips, and Flash animation, whether owned by us or our partners. You may not modify, sell, license, transfer, publish, transmit, reproduce, create derivative works of, distribute, publicly perform, publicly display, or in any way exploit any of the materials or content on the Website in whole or in part.
(b) You are solely responsible for all materials, whether publicly posted or privately transmitted, that you upload, post, e-mail, transmit, or otherwise make available on the Website (“Your Content”). You certify that you own all intellectual property rights in Your Content. You hereby grant us, our affiliates, and our partners a worldwide, irrevocable, royalty-free, nonexclusive, sub-licensable, license to use, reproduce, create derivative works of, distribute, publicly perform, publicly display, transfer, transmit, distribute, and publish Your Content and subsequent versions of Your Content for the purposes of (i) pursuing our business interests, (ii) distributing Your Content, either electronically or via other media, to third parties seeking to download or otherwise acquire it, and/or (iii) storing Your Content in a remote database accessible by third parties. This license shall apply to the distribution and the storage of Your Content in any form, medium, or technology now known or later developed.
Section 2. Content Disclaimer.
You acknowledge and agree that the Website contains content that we create as well as content provided by third parties. We do not guarantee the accuracy, the integrity, or the quality of the content on the Website, and you may not rely on any of this content. You acknowledge and agree that you may be exposed to content that you find offensive, indecent, or objectionable or that is inaccurate, and you bear all risks associated with using that content or being exposed to such content. We have the right, without obligation, to remove any content that may, in our sole discretion, violate these Terms or that is otherwise objectionable.
Section 3. Third-party websites, products, and Services.
(a) The Website may contain links to other Internet websites owned by third parties. Your use of each of those websites is subject to the conditions, if any, that each of those websites has posted. You acknowledge and agree that we have no control over websites that are not ours, and we are not responsible for any changes to and/or content on them. Our inclusion on the Website of any third-party content or a link to a third-party website is not an endorsement of that content or third-party site.
(b) Your correspondence or related activities with third parties, including payment transactions and goods-delivery transactions, are solely between you and that third party. You agree that we will not be responsible or liable for any loss or damage of any sort incurred as the result of any of your transactions with third parties. Any questions, complaints, or claims related to any product or service should be directed to the appropriate vendor.
Section 4. Communications to You.
You understand and agree that by utilizing our Website and Services, you agree to receive communications from us, including emails, regarding our Services and other third party business offerings. You further understand and agree that our Services may include communications from us or from our partners to you and that these communications are considered part of the Services. To opt out of receiving communications from us via email, please email us at [ADDRESS] or click on the “unsubscribe” link at the bottom of any communication you receive from us. Please be aware that we do not and cannot control the policies of any third parties who distribution any communications to you.
Section 6. Your Conduct.
(a) The technology and the software underlying our Website and Services is the property of the Website, our affiliates, operators, providers, parent companies, and/or partners. You agree not to sell, assign, distribute, reverse engineer, copy, modify, rent, lease, loan, grant a security interest in, or otherwise transfer any right to the technology or software underlying the Services. You agree not to modify the software underlying the Website in any manner or form or to use modified versions of such software, including (without limitation) for the purpose of obtaining unauthorized access to the Website.
(b) Without limiting the prohibitions set forth in Section 6(a) above, you agree that you will not use the Website to (i) publish, post, upload, e-mail, distribute, or disseminate (collectively, “transmit”) any offensive, inappropriate, profane, defamatory, infringing, vulgar, sexually explicit, obscene, indecent, or unlawful content or any hate speech (e.g. racist/discriminatory speech); (ii) transmit files that contain viruses, corrupted files, spyware, trojan horses, worms, time bombs, cancelbots, or any other similar software or programs that may damage or adversely affect the operation of another person’s computer, the Website, any software or hardware, or telecommunications equipment; (iii) restrict or inhibit any other user from using and enjoying any public area within the Website; (iv) interfere with or disrupt the Website, servers, or networks; (v) impersonate any person or entity, including, but not limited to, a Website representative, or falsely state or otherwise misrepresent your affiliation with a person or entity; (vi) take any action that imposes an unreasonably or disproportionately large load on our infrastructure; or (vii) engage in any illegal activities.
(d) Unauthorized access to the Website is a breach of these Terms and a violation of the law. You agree not to access the Website by any means other than through the interface that is provided by us for use in accessing the Website. You agree not to use any automated means, including, without limitation, agents, robots, scripts, or spiders, to access, monitor, or copy any part of the Website, except those automated means that we have approved in advance and in writing.
(e) In all cases, use of the Website is subject to existing laws and legal process and you should comply with such laws and legal process at all times. Nothing contained in these Terms shall limit our right to comply with governmental, court, and law-enforcement requests or requirements relating to your use of the Website.
Section 7. Termination, Suspension and Other Rights of the Website.
(a) We at all times have the right, without obligation, to take certain actions with respect to the Website and your use of the Website in our sole and absolute discretion at any time and for any reason without giving you any prior notice, including, without limitation, the right to (i) terminate, suspend, or otherwise restrict your access to all or any part of our Services; (ii) remove, refuse, or move any material that you submit to the Website for any reason; (iii) remove, refuse, or move any content that is available on the Website; and (iv) establish general practices and limits concerning use of the Website.
(b) You agree that under no circumstances whatsoever will we, or our partners, affiliates, operators, or parent companies be liable to you or any third party for taking any of the actions set forth in Section 7(a) above for any reason or no reason at all. You further agree to refrain from bringing any action against us, or our parents, affiliates, operators, or partners for our taking any of the actions set forth in Section 7(a) above for any reason or no reason at all.
Section 8. Omitted.
Section 9. Indemnification.
You hereby agree to indemnify, defend and hold the Website and all of its operators, officers, directors, owners, employees, agents, information providers, affiliates, parent companies, partners, and licensors (collectively, the “Website Parties”) harmless from and against any and all liability, losses, costs, and expenses (including attorneys’ fees) incurred by any Website Party in connection with any claim, including, but not limited to, claims for defamation, violation of rights of publicity and/or privacy, copyright infringement, or trademark infringement arising out of (i) your use of the Website; (ii) the content, the quality, or the performance of content that you submit to the Website; (iii) your connection to the Website; (iv) your violation of these Terms; or (v) your violation of the rights of any other person or entity. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.
Section 10. Disclaimer; No Warranties.
We, and our parents, owners, agents, information providers, employees, licensors, affiliates, and our partners: (i) disclaim any responsibility for the deletion, the failure to store, the misdelivery, or the untimely delivery of any information or material; (ii) disclaim any responsibility for any harm resulting from downloading or accessing any information or material on the Internet using hyperlinks from the Website; (iii) disclaim any responsibility for any service outages that are caused by our maintenance on the servers or the technology that underlies the Website, failures of our service providers (including telecommunications, hosting, and power providers), computer viruses, natural disasters or other destruction or damage of our facilities, acts of nature, war, civil disturbance, or any other cause beyond our reasonable control.
WE DO NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE. IN ADDITION, WE DO NOT MAKE ANY WARRANTY AS TO THE CONTENT ON THE WEBSITE. THE WEBSITE AND ITS CONTENT ARE DISTRIBUTED ON AN “AS IS, AS AVAILABLE” BASIS. ANY MATERIAL THAT YOU DOWNLOAD OR OTHERWISE OBTAIN THROUGH THE WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY POTENTIAL DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR DOWNLOAD OF ANY SUCH MATERIAL. NEITHER WE NOR ANY OF OUR PARTNERS OR PROVIDERS MAKES ANY WARRANTY THAT (i) THE WEBSITE WILL MEET YOUR REQUIREMENTS, (ii) THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL THAT YOU OBTAIN THROUGH THE WEBSITE WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS WILL BE CORRECTED. NEITHER WE NOR ANY OF OUR PARTNERS MAKES ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE WEBSITE, ANY CONTENT, OR ANY OF OUR SERVICES, TOOLS, PRODUCTS, OR PROPERTIES. YOU EXPRESSLY AGREE THAT YOU WILL ASSUME THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF THE WEBSITE AND THE ACCURACY OR COMPLETENESS OF ITS CONTENT.
NEITHER WE NOR OUR PARTNERS, AFFILIATES, OPERATORS, OR PARENT COMPANIES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY AND THAT OF OUR THIRD-PARTY CONTENT PROVIDERS AND THEIR RESPECTIVE AGENTS SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
Section 11. Remedy and Arbitration.
IF YOU ARE DISSATISFIED WITH THE SERVICE OR THE WEBSITE, IF YOU DO NOT AGREE WITH ANY PART OF THESE TERMS, OR IF YOU HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST US OR A THIRD PARTY WITH RESPECT TO THESE TERMS, THE WEBSITE, OR THE SERVICES, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICES AND/OR THE WEBSITE.
We may elect to resolve any controversy or claim arising out of or relating to these Terms or the Website by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in Lee County, Florida, and judgment on the arbitration award may be entered in any court having jurisdiction thereof. Either you or we may seek any interim or preliminary relief from a court of competent jurisdiction in Lee County, Florida, necessary to protect the rights or the property of you or the Website (or its agents, suppliers, and subcontractors), pending the completion of arbitration.
Section 12. Miscellaneous.
We may be required by state or federal law to notify you of certain events. You hereby acknowledge and consent that such notices will be effective upon our posting them on the Website or delivering them to you through e-mail. You may update your e-mail address by visiting the Services where you have provided contact information. If you do not provide us with accurate information, we cannot be held liable if we fail to notify you.
Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Website or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
These Terms, including all terms, conditions, and policies that are incorporated into these terms by reference, constitute the entire agreement between you and us and govern your use of the Website, superseding any prior agreements that you may have with us.
These Terms shall be construed in accordance with the laws of the State of Florida, and the parties irrevocably consent to bring any action to enforce these Terms before an arbitration panel or before a court of competent jurisdiction in Lee County, Florida if seeking interim or preliminary relief or enforcement of an arbitration award.
If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms shall continue in effect.
Section 13. Modification of Terms.
At any time and without notice to you, we may modify these Terms by posting revised Terms on the Website. Your use of the Website constitutes your unconditional and binding acceptance of these Terms, including any amendments, revisions, alterations, modifications and/or supplements that we make from time to time in accordance with the provisions of hereof.