Website Terms and Conditions
Last updated 1/28/25
AGREEMENT TO TERMS
These Terms and Conditions constitute a legally binding
agreement made between you, whether personally or on behalf of an entity
(“you”) and [business entity name] (“we,” “us” or “our”), concerning
your access to and use of the [website name.com] 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 agree to be bound by all of these Terms and Conditions. If you
do not agree with all of these Terms and Conditions, 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 and Conditions at any time and for any reason.
We will alert you about any changes by updating the “Last
updated” date of these Terms and Conditions, and you waive any right to receive
specific notice of each such change.
It is your responsibility to periodically review these Terms
and Conditions to stay informed of updates. 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 and Conditions by your continued use of the Site after the date
such revised Terms and Conditions 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.
These terms and conditions were created by Termly’s Terms and
Conditions Generator.
Option 1: The Site is intended for users who are at
least 18 years old. Persons under the age of 18 are not permitted to register
for the Site.
Option 2: [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 and Conditions prior to you using the Site.
INTELLECTUAL PROPERTY RIGHTS
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,
foreign jurisdictions, 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 and Conditions, 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.
USER REPRESENTATIONS
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 and Conditions;
[(4) you are not under the age of 13;]
(5) 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;
(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).
USER REGISTRATION
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.
PROHIBITED ACTIVITIES
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.
- 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 a
buying agent or purchasing agent to make purchases on the Site.
- use
the Site to advertise or offer to sell goods and services.
- 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.
- engage
in unauthorized framing of or linking to the Site.
- trick,
defraud, or mislead us and other users, especially in any attempt to learn
sensitive account information such as user passwords;
- make
improper use of our support services or submit false reports of abuse or
misconduct.
- 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.
- interfere
with, disrupt, or create an undue burden on the Site or the networks or
services connected to the Site.
- attempt
to impersonate another user or person or use the username of another user.
- sell
or otherwise transfer your profile.
- use
any information obtained from the Site in order to harass, abuse, or harm
another person.
- 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.
- decipher,
decompile, disassemble, or reverse engineer any of the software comprising
or in any way making up a part of the Site.
- attempt
to bypass any measures of the Site designed to prevent or restrict access
to the Site, or any portion of the Site.
- harass,
annoy, intimidate, or threaten any of our employees or agents engaged in
providing any portion of the Site to you.
- delete
the copyright or other proprietary rights notice from any Content.
- copy
or adapt the Site’s software, including but not limited to Flash, PHP,
HTML, JavaScript, or other code.
- 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.
- 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”).
- 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.
- disparage,
tarnish, or otherwise harm, in our opinion, us and/or the Site.
- use
the Site in a manner inconsistent with any applicable laws or regulations.
- [other]
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 and Conditions.
- 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 and Conditions.
- 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 do not advocate the violent overthrow of any government or
incite, encourage, or threaten physical harm against another.
- 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 contain any material that solicits personal
information from anyone under the age of 18 or exploits people under the
age of 18 in a sexual or violent manner.
- your
Contributions do not violate any federal or state 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 and Conditions, or any applicable law or
regulation.
Any use of the Site in violation of the foregoing violates
these Terms and Conditions and may result in, among other things, termination
or suspension of your rights to use the Site.
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.
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;
(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.
MOBILE APPLICATION LICENSE
Use License
If you access the Site via a mobile application, then we
grant you a revocable, non-exclusive, non-transferable, limited right to
install and use the mobile application on wireless electronic devices owned or
controlled by you, and to access and use the mobile application on such devices
strictly in accordance with the terms and conditions of this mobile application
license contained in these Terms and Conditions.
You shall not:
(1) decompile, reverse engineer, disassemble, attempt to
derive the source code of, or decrypt the application;
(2) make any modification, adaptation, improvement,
enhancement, translation, or derivative work from the application;
(3) violate any applicable laws, rules, or regulations in
connection with your access or use of the application;
(4) remove, alter, or obscure any proprietary notice
(including any notice of copyright or trademark) posted by us or the licensors
of the application;
(5) use the application for any revenue generating endeavor,
commercial enterprise, or other purpose for which it is not designed or
intended;
(6) make the application available over a network or other
environment permitting access or use by multiple devices or users at the same
time;
(7) use the application for creating a product, service, or
software that is, directly or indirectly, competitive with or in any way a
substitute for the application;
(8) use the application to send automated queries to any
website or to send any unsolicited commercial e-mail;
(9) use any proprietary information or any of our interfaces
or our other intellectual property in the design, development, manufacture,
licensing, or distribution of any applications, accessories, or devices for use
with the application.
Apple and Android Devices
The following terms apply when you use a mobile application
obtained from either the Apple Store or Google Play (each an “App Distributor”)
to access the Site:
(1) the license granted to you for our mobile application is
limited to a non-transferable license to use the application on a device that
utilizes the Apple iOS or Android operating systems, as applicable, and in
accordance with the usage rules set forth in the applicable App Distributor’s
terms and conditions;
(2) we are responsible for providing any maintenance and
support services with respect to the mobile application as specified in the
terms and conditions of this mobile application license contained in these
Terms and Conditions or as otherwise required under applicable law, and you
acknowledge that each App Distributor has no obligation whatsoever to furnish
any maintenance and support services with respect to the mobile application;
(3) in the event of any failure of the mobile application to
conform to any applicable warranty, you may notify the applicable App
Distributor, and the App Distributor, in accordance with its terms and
policies, may refund the purchase price, if any, paid for the mobile
application, and to the maximum extent permitted by applicable law, the App
Distributor will have no other warranty obligation whatsoever with respect to
the mobile application;
(4) you represent and warrant that (i) you are not located
in a country that is subject to a U.S. government embargo, or that has been
designated by the U.S. government as a “terrorist supporting” country and (ii)
you are not listed on any U.S. government list of prohibited or restricted
parties;
(5) you must comply with applicable third-party terms of
agreement when using the mobile application, e.g., if you have a VoIP
application, then you must not be in violation of their wireless data service
agreement when using the mobile application;
6) you acknowledge and agree that the App Distributors are
third-party beneficiaries of the terms and conditions in this mobile
application license contained in these Terms and Conditions, and that each App
Distributor will have the right (and will be deemed to have accepted the right)
to enforce the terms and conditions in this mobile application license
contained in these Terms and Conditions against you as a third-party
beneficiary thereof.
SOCIAL MEDIA
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.
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.
THIRD-PARTY WEBSITES 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 and
Conditions 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.
ADVERTISERS
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.
[As an advertiser, you agree that such advertisements are
subject to our Digital Millennium Copyright Act (“DMCA”) Notice and Policy
provisions as described below, and you understand and agree there will be no
refund or other compensation for DMCA takedown-related issues.] We simply
provide the space to place such advertisements, and we have no other
relationship with advertisers.
SITE MANAGEMENT
We reserve the right, but not the obligation, to:
(1) monitor the Site for violations of these Terms and
Conditions;
(2) take appropriate legal action against anyone who, in our
sole discretion, violates the law or these Terms and Conditions, 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;
(5) otherwise manage the Site in a manner designed to protect
our rights and property and to facilitate the proper functioning of the Site.
PRIVACY POLICY
We care about data privacy and security. Please review our
Privacy Policy [CLICK HERE]/posted on the Site]. By using the Site, you
agree to be bound by our Privacy Policy, which is incorporated into these Terms
and Conditions. Please be advised the Site is hosted in the United States.
If you access the Site from the European Union, Asia, or any
other region of the world with laws or other requirements governing personal
data collection, use, or disclosure that differ from applicable laws in the
United States, then through your continued use of the Site, you are
transferring your data to the United States, and you expressly consent to have
your data transferred to and processed in the United States.
[Further, we do not knowingly accept, request, or solicit
information from children or knowingly market to children. Therefore, in
accordance with the U.S. Children’s Online Privacy Protection Act, if we
receive actual knowledge that anyone under the age of 13 has provided personal
information to us without the requisite and verifiable parental consent, we
will delete that information from the Site as quickly as is reasonably
practical.]
DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA) NOTICE AND POLICY
Notifications
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 our Designated
Copyright Agent 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 federal 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.
All Notifications should meet the requirements of DMCA 17
U.S.C. § 512(c)(3) and include the following information:
(1) A physical or electronic signature of a person
authorized to act on behalf of the owner of an exclusive right that is
allegedly infringed;
(2) identification of the copyrighted work claimed to have
been infringed, or, if multiple copyrighted works on the Site are covered by
the Notification, a representative list of such works on the Site;
(3) identification of the material that is claimed to be
infringing or to be the subject of infringing activity and that is to be
removed or access to which is to be disabled, and information reasonably
sufficient to permit us to locate the material;
(4) information reasonably sufficient to permit us to
contact the complaining party, such as an address, telephone number, and, if
available, an email address at which the complaining party may be contacted;
(5) a statement that the complaining party has a good faith
belief that use of the material in the manner complained of is not authorized
by the copyright owner, its agent, or the law;
(6) a statement that the information in the notification is
accurate, and under penalty of perjury, that the complaining party is
authorized to act on behalf of the owner of an exclusive right that is
allegedly infringed upon.
Counter Notification
If you believe your own copyrighted material has been
removed from the Site as a result of a mistake or misidentification, you may
submit a written counter notification to [us/our Designated Copyright
Agent] using the contact information provided below (a “Counter
Notification”).
To be an effective Counter Notification under the DMCA, your
Counter Notification must include substantially the following:
(1) identification of the material that has been removed or
disabled and the location at which the material appeared before it was removed
or disabled;
(2) a statement that you consent to the jurisdiction of the
Federal District Court in which your address is located, or if your address is
outside the United States, for any judicial district in which we are located;
(3) a statement that you will accept service of process from
the party that filed the Notification or the party’s agent;
(4) your name, address, and telephone number;
(5) a statement under penalty of perjury that you have a
good faith belief that the material in question was removed or disabled as a
result of a mistake or misidentification of the material to be removed or
disabled;
(6) your physical or electronic signature.
If you send us a valid, written Counter Notification meeting
the requirements described above, we will restore your removed or disabled
material, unless we first receive notice from the party filing the Notification
informing us that such party has filed a court action to restrain you from
engaging in infringing activity related to the material in question.
Please note that if you materially misrepresent that the
disabled or removed content was removed by mistake or misidentification, you
may be liable for damages, including costs and attorney’s fees. Filing a false
Counter Notification constitutes perjury.
Designated Copyright Agent
[Name]
Attn: Copyright Agent
[Address]
[City, State Zip]
[email]
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 federal 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.]
TERM AND TERMINATION
These Terms and Conditions shall remain in full force and
effect while you use the Site. WITHOUT LIMITING ANY OTHER PROVISION OF THESE
TERMS AND CONDITIONS, 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 AND CONDITIONS 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.
MODIFICATIONS AND INTERRUPTIONS
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 and Conditions will be construed to
obligate us to maintain and support the Site or to supply any corrections,
updates, or releases in connection therewith.
GOVERNING LAW
These Terms and Conditions and your use of the Site are
governed by and construed in accordance with the laws of the State of Maryland applicable
to agreements made and to be entirely performed within the State/Commonwealth
of Maryland, without regard to its conflict of law principles.
DISPUTE RESOLUTION
Option 1: Any legal action of whatever nature brought
by either you or us (collectively, the “Parties” and individually, a “Party”)
shall be commenced or prosecuted in the state and federal courts located
in Montgomery County, Maryland, and the Parties hereby consent
to, and waive all defenses of lack of personal jurisdiction and forum non
conveniens with respect to venue and jurisdiction in such state and federal
courts.
Application of the United Nations Convention on Contracts
for the International Sale of Goods and the Uniform Computer Information
Transaction Act (UCITA) are excluded from these Terms and Conditions. In no
event shall any claim, action, or proceeding brought by either Party related in
any way to the Site be commenced more than ______ years after the
cause of action arose.
Option 2: Informal Negotiations
To expedite resolution and control the cost of any dispute,
controversy, or claim related to these Terms and Conditions (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 __60__ days before initiating
arbitration. Such informal negotiations commence upon written notice from one
Party to the other Party.
Binding Arbitration
If the Parties are unable to resolve a Dispute through
informal negotiations, the Dispute (except those Disputes expressly excluded
below) will be finally and exclusively resolved by binding arbitration. YOU
UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN
COURT AND HAVE A JURY TRIAL.
The arbitration shall be commenced and conducted under the
Commercial Arbitration Rules of the American Arbitration Association (“AAA”)
and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related
Disputes (“AAA Consumer Rules”), both of which are available at the AAA
website www.adr.org.
Your arbitration fees and your share of arbitrator
compensation shall be governed by the AAA Consumer Rules and, where
appropriate, limited by the AAA Consumer Rules. [If such costs are
determined by the arbitrator to be excessive, we will pay all arbitration fees
and expenses.]
The arbitration may be conducted in person, through the
submission of documents, by phone, or online. The arbitrator will make a
decision in writing but need not provide a statement of reasons unless
requested by either Party.
The arbitrator must follow applicable law, and any award may
be challenged if the arbitrator fails to do so. Except where otherwise required
by the applicable AAA rules or applicable law, the arbitration will take place
in Montgomery County, Maryland.
Except as otherwise provided herein, the Parties may
litigate in court to compel arbitration, stay proceedings pending arbitration,
or to confirm, modify, vacate, or enter judgment on the award entered by the
arbitrator.
If for any reason, a Dispute proceeds in court rather than
arbitration, the Dispute shall be commenced or prosecuted in the state and
federal courts located in Montgomery County, Maryland, and the
Parties hereby consent to, and waive all defenses of lack of personal
jurisdiction, and forum non conveniens with respect to venue and jurisdiction
in such state and federal courts.
Application of the United Nations Convention on Contracts
for the International Sale of Goods and the Uniform Computer Information
Transaction Act (UCITA) are excluded from these Terms and Conditions.
In no event shall any Dispute brought by either Party
related in any way to the Site be commenced more than _____ years
after the cause of action arose. 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.
Option 3: Binding Arbitration
To expedite resolution and control the cost of any dispute,
controversy or claim related to these Terms and Conditions (each a “Dispute”
and collectively, “Disputes”), any Dispute brought by either you or us
(individually, a “Party” and collectively, the “Parties”) shall be finally and
exclusively resolved by binding arbitration.
YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE
THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be
commenced and conducted under the Commercial Arbitration Rules of the American
Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary
Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which
are available at the AAA website www.adr.org.
Your arbitration fees and your share of arbitrator
compensation shall be governed by the AAA Consumer Rules and, where
appropriate, limited by the AAA Consumer Rules. [If such costs are
determined to by the arbitrator to be excessive, we will pay all arbitration
fees and expenses.]
The arbitration may be conducted in person, through the
submission of documents, by phone, or online. The arbitrator will make a
decision in writing, but need not provide a statement of reasons unless
requested by either Party. The arbitrator must follow applicable law, and any
award may be challenged if the arbitrator fails to do so.
Except where otherwise required by the applicable AAA rules
or applicable law, the arbitration will take place in Montgomery County, Maryland.
Except as otherwise provided herein, the Parties may litigate in court to
compel arbitration, stay proceedings pending arbitration, or to confirm,
modify, vacate, or enter judgment on the award entered by the arbitrator.
If for any reason, a Dispute proceeds in court rather than
arbitration, the Dispute shall be commenced or prosecuted in the state and
federal courts located in Montgomery County, Maryland, and the
Parties hereby consent to, and waive all defenses of lack of, personal
jurisdiction, and forum non conveniens with respect to venue and jurisdiction
in such state and federal courts.
Application of the United Nations Convention on Contracts
for the International Sale of Goods and the Uniform Computer Information
Transaction Act (UCITA) are excluded from these Terms and Conditions. In no
event shall any Dispute brought by either Party related in any way to the Site
or Services be commenced more than ______ years after the cause of
action arose.
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.
Option 2/Option 3: 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.
Option 2/Option 3: Exceptions to [Informal
Negotiations and] Arbitration
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.
CORRECTIONS
There may be information on the Site that contains
typographical errors, inaccuracies, or omissions that may relate to the Site,
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.
DISCLAIMER
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.
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 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 LESSER OF] [THE AMOUNT PAID, IF
ANY, BY YOU TO US DURING THE [1] MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION
ARISING [OR] [$1.00]. CERTAIN STATE 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.]
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) [your Contributions]; (2)
use of the Site; (3) breach of these Terms and Conditions; (4) any breach of
your representations and warranties set forth in these Terms and Conditions; (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.
USER DATA
We will maintain certain data that you transmit to the Site
for the purpose of managing 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.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
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.
CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you
can contact the Complaint Assistance Unit of the Division of Consumer Services
of the California Department of Consumer Affairs in writing at 1625 North
Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at
(800) 952-5210 or (916) 445-1254.
MISCELLANEOUS
These Terms and Conditions and any policies or operating
rules posted by us on 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 and Conditions shall not operate as a waiver of
such right or provision.
These Terms and Conditions 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 and
Conditions is determined to be unlawful, void, or unenforceable, that provision
or part of the provision is deemed severable from these Terms and Conditions
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 and
Conditions or use of the Site. You agree that these Terms and Conditions 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 and Conditions and the lack of signing by
the parties hereto to execute these Terms and Conditions.
CONTACT US
In order to resolve a complaint regarding the Site or to
receive further information regarding use of the Site, please contact us at:
The Ivymount School
11614 Seven Locks Road
Rockville, MD 20854
301-469-0223
