Terms & Conditions
UPDATED: July 5, 2023
PLEASE READ THESE TERMS AND CONDITIONS (THE “TERMS”) CAREFULLY AS THEY DESCRIBE THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE SERVICES MADE AVAILABLE AND/OR PROVIDED BY MAPBLAZERS LLC, A NEW YORK LIMITED LIABILITY COMPANY, AND/OR ITS SUBSIDIARIES AND AFFILIATES (HEREINAFTER “COMPANY”, “WE”, “OUR” OR “US”).
SECTION 1 – OVERVIEW
ACCEPTANCE OF THESE TERMS
These Terms govern the use of the website located at http://www.MapBlazers.com (the “Website”), all services provided through the Website, your use of interactive features, applications, related mobile applications, content, downloads and/or other services that we own and control and that post a link to these Terms (each individually, a “Service” and collectively the “Services”). These Terms apply to all users of the Services, including without limitation users who are browsers and/or contributors of content. Visiting or accessing any of our Services, constitutes your electronic signature on this agreement (the “Agreement”) and your consent to execute this Agreement electronically.
By visiting or accessing any of our Services, (1) you acknowledge that you have read, understand, and agree to be bound by this Agreement, (2) you represent that you are eighteen (18) years of age or older, and (3) you represent that you have the authority to enter into this Agreement. If you do not agree to all terms and conditions of this Agreement, or if you do not have such authority, you must not accept this Agreement or visit or access any of our Services.
To the extent there is a conflict between this Agreement and any additional agreement you have signed with Company (an “Additional Agreement” or “Additional Terms”), this Agreement will control unless the Additional Agreement expressly states otherwise.
Any new features or tools which are added to our Services shall also be subject to this Agreement. We reserve the right to update, change or replace any part of these Terms by posting updates and/or changes to the Website or other relevant Service. It is your responsibility to check the Terms periodically for changes.
Throughout these Terms, You and Company may be referred to individually as the “Party”, or collectively, the “Parties”.
SECTION 2 – SERVICE DESCRIPTION AND ADVICE DISCLAIMER
Company is a marketing agency which helps businesses generate more sales from Google and collect new online reviews. Services may involve, but are not limited to, search engine optimization (SEO), keyword research, content creation and optimization, website optimization, link building, and other relevant strategies to improve your online visibility on Google search results. You acknowledge and agree that the form and nature of the Services may change from time to time without prior notice.
Company does not provide legal, accounting, investment, tax, medical, or personal advice. Any representation or implication to the contrary is expressly disclaimed.
SECTION 3 – ELECTRONIC DELIVERY, NOTICE POLICY, AND CONSENT
By visiting or accessing any of our Services, you consent to receive from Company all communications including notices, agreements, legally required disclosures, or other information in connection with the Services (collectively, “Notices”). Company may provide the electronic Notices by posting them within the Website or other Service. If you desire to withdraw your consent to receive Notices electronically, you must discontinue your use of the Services.
Your use of electronic signatures to sign documents legally binds you in the same manner as if you had manually signed such documents. The use of electronic versions of documents fully satisfies any requirement that such documents be provided to you in writing. If you sign electronically, you represent that you have the ability to access and retain a record of such documents. You agree that you are responsible for understanding these documents and agree to conduct business by electronic means.
You are obligated to review the Terms periodically for changes and modifications and agree not to contest the admissibility or enforceability of any electronically stored copy of these Terms in any proceeding arising out of these Terms.
You agree and represent that you have a suitable device with Internet access, an email address, and the availability to download, save and/or print communications to retain a record of such communications. You agree that you are solely responsible for maintaining such equipment and services required for online access.
SECTION 4 – TERM AND TERMINATION
This Agreement will be in effect and binding upon you during any use of the Services.
SECTION 5 – SYSTEM AND SERVICE ACCESS, USER IP
You will comply with this Agreement as well as all applicable laws. You are responsible for all acts and omissions in connection with your access and use of the Services. Company reserves the right to restrict or terminate your access to the Services if Company determines, in its reasonable discretion, that such access has an adverse effect on Company, including, without limitation, with respect to Company’s business.
As it relates to information you provide to Company, you irrevocably grant all rights and permissions in or relating to your intellectual property, to Company and any of its employees, officers, directors, agents, independent contractors, service providers or subcontractors (the “Representatives”) (i) as are necessary or useful for Company to exercise its rights hereunder, (ii) to use to improve and enhance the Services and for other developmental, diagnostic and corrective purposes in connection with the Services or other offerings; and (iii) for any other purposes set forth herein.
SECTION 6 – CONFIDENTIAL INFORMATION AND NON-DISCLOSURE
For purposes of this Agreement, “Confidential Information” shall include all information or material that has or could have commercial value or other utility in the business in which Company is engaged and any personal information about you. Confidential Information includes all non-public information regarding Company’s business.
Confidential Information does not include information that:
(a) Recipient already knew, but only if tangibly documented;
(b) becomes public through no fault of Recipient;
(c) was independently developed by Recipient with no reference to the documented formulations of Company, including, without limitation, designs, processes, formulas, statistics provided by third parties as compiled by Company, products, algorithms, source code, firmware, and middleware; or
(d) was rightfully given to Recipient by another party.
(a) Recipient agrees to hold and maintain Confidential Information in strictest confidence for the sole and exclusive benefit of the other Party.
(b) Recipient shall carefully restrict access to Confidential Information to themselves and third parties as is reasonably required and shall require those persons to sign nondisclosure restrictions at least as protective as those in this Agreement.
(c) Recipient shall not, without prior written approval of other Party, use for its own benefit, publish, copy, or otherwise disclose to others, or permit the use by others for their benefit or to the detriment of the other Party, any Confidential Information.
(d) Recipient shall return to the other Party any and all records, notes, and other written, printed, or tangible materials in its possession pertaining to Confidential Information immediately upon written request for such.
(e) The nondisclosure provisions of this Agreement shall survive the termination of this Agreement, and Recipient’s duty to hold Confidential Information in confidence shall remain in effect until the Party who rightfully owns the Confidential Information sends Recipient written notice releasing Recipient from this Agreement, whichever occurs first.
SECTION 7 – ARBITRATION AND CHOICE OF FORUM
Certain portions of this section are deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act. You and Company agree that the Parties intend that this section satisfies the “writing” requirement of the Federal Arbitration Act.
If any controversy, allegation, or claim arises out of or relates to the Services, these Terms, or any Additional Terms, whether heretofore or hereafter arising (collectively, the “Dispute”), or to any of Company’s actual or alleged intellectual property rights (an “Excluded Dispute”, then you and we agree to send a written notice to the other providing a reasonable description of the Dispute or Excluded Dispute, along with a proposed resolution of it. Our notice to you will be sent to you based on the most recent contact information that you provide us. But if no such information exists or if such information is not current, then we have no obligation under this section. Your notice to us must be sent via email to: [email protected]. For a period of sixty (60) days from the date of receipt of notice from the other Party, Company and you will engage in a dialogue in order to attempt to resolve the Dispute or Excluded Dispute, though nothing will require either you or Company to resolve the Dispute or Excluded Dispute on terms with respect to which you and Company, in each of their sole discretion, are not comfortable.
If the Parties cannot resolve a Dispute as set forth in this section (or agree to arbitration in writing with respect to an Excluded Dispute) within sixty (60) days of receipt of the notice, then ANY AND ALL DISPUTES ARISING BETWEEN YOU AND COMPANY (WHETHER BASED IN CONTRACT, STATUTE, REGULATION, ORDINANCE, TORT— INCLUDING, BUT NOT LIMITED TO, FRAUD, ANY OTHER INTENTIONAL TORT OR NEGLIGENCE,—COMMON LAW, CONSTITUTIONAL PROVISION, RESPONDEAT SUPERIOR, AGENCY OR ANY OTHER LEGAL OR EQUITABLE THEORY), WHETHER ARISING BEFORE OR AFTER THE EFFECTIVE DATE OF THESE TERMS, MUST BE RESOLVED BY FINAL AND BINDING ARBITRATION. THIS INCLUDES ANY AND ALL DISPUTES BASED ON ANY SERVICES PURCHASED FROM COMPANY.
The Federal Arbitration Act (the “FAA”), not state law, shall govern the arbitrability of all disputes between Company and you regarding these Terms (and any Additional Terms) and the Services, including the “No Class Action Matters” clause below.
BY AGREEING TO ARBITRATE, EACH PARTY IS GIVING UP ITS RIGHT TO GO TO COURT AND HAVE ANY DISPUTE HEARD BY A JUDGE OR JURY.
Company and you agree, however, that the applicable state, federal or provincial law, as contemplated in the governing law clause below, shall apply to and govern, as appropriate, any and all claims or causes of action, remedies, and damages arising between you and Company regarding these Terms and the Services, whether arising or stated in contract, statute, common law, or any other legal theory, without regard to any jurisdiction’s choice of law principles.
Any Dispute will be resolved solely by binding arbitration in accordance with the then-current Commercial Arbitration Rules (the “Rules”) of the American Arbitration Association (the “AAA”), except as modified herein, and the arbitration will be administered by any private arbitration service chosen by Company in the state of New York. If a party properly submits the Dispute to the designated arbitration service for formal arbitration and the arbitration service is unwilling to set a hearing then either Party can elect to have the arbitration administered by the Judicial Arbitration and Mediation Services Inc. (the “JAMS”) using JAMS’ streamlined Arbitration Rules and Procedures, or by any other arbitration administration service that the Parties consent to in writing. If an in-person arbitration hearing is required, then it will be conducted in New York. The Parties will pay the administrative and arbitrator’s fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require Company to pay a greater portion or all of such fees and costs in order for this section to be enforceable, then Company will have the right to elect to pay the fees and costs and proceed to arbitration. The arbitration will be conducted by a single arbitrator who will apply and be bound by these Terms and any Additional Terms, and will determine any Dispute according to applicable law and facts based upon the record and no other basis, and will issue a reasoned award only in favor of the individual Party seeking relief and only to the extent to provide relief warranted by that Party’s individual claim. All issues are for the arbitrator to decide, except that issues relating to the scope and enforceability of the arbitration and class action waiver provisions are for the court to decide. This arbitration provision shall survive termination of these Terms. You can obtain AAA and JAMS procedures, rules, and fee information as follows: AAA: 800.778.7879 and http://www.adr.org and JAMS: 800.352.5267 and http://www.jamsadr.com.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IF YOU OR COMPANY WANT TO ASSERT A DISPUTE (BUT NOT AN EXCLUDED DISPUTE) AGAINST THE OTHER, THEN THEY MUST COMMENCE IT (BY DELIVERY OF WRITTEN NOTICE AS SET FORTH IN THIS SECTION) WITHIN ONE (1) YEAR AFTER THE DISPUTE ARISES — OR IT WILL BE FOREVER BARRED.
Commencing means, as applicable: (a) by delivery of written notice as set forth above in this section; (b) filing for arbitration as set forth in this section; or (c) filing an action in state or federal court.
The foregoing provisions of this section will not apply to any legal action taken by Company to seek an injunction or other equitable relief in connection with, any loss, cost, or damage (or any potential loss, cost, or damage) relating to Services, Company’s intellectual property rights (including such Company may claim that may be in dispute), or Company’s operations.
YOU AND COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING OR AS AN ASSOCIATION.
Disputes will be arbitrated only on an individual basis and will not be joined or consolidated with any other arbitrations or other proceedings that involve any claim or controversy of any other party. There shall be no right or authority for any Dispute to be arbitrated on a class action basis or on any basis involving Disputes brought in a purported representative capacity on behalf of the general public, or other persons or entities similarly situated. But if, for any reason, any court with competent jurisdiction holds that this restriction is unconscionable or unenforceable, then our agreement to arbitrate will not apply and the Dispute must be brought exclusively in court pursuant to this section. Notwithstanding any other provision of this section, any and all issues relating to the scope, interpretation and enforceability of the class action waiver provisions contained herein, are to be decided only by a court of competent jurisdiction, and not by the arbitrator. The arbitrator does not have the power to vary these class action waiver provisions.
Except where arbitration is required above or with respect to the enforcement of any arbitration decision or award, any action or proceeding relating to any Dispute or Excluded Dispute arising hereunder may only be instituted, in state or federal court in State of New York. Accordingly, you and Company consent to the exclusive personal jurisdiction and venue of such courts for such matters. You agree that regardless of any statute or law to the contrary, any claim or cause of action against Company arising out of or related to this Agreement must be filed within one (1) year after such claim or cause of action arose, or be forever barred.
Small claims matters are not excluded from the arbitration requirement. Any claims for ten thousand and 00/100 dollars ($10,000.00) or less may not be filed in small claims court but are subject to this section.
SECTION 8 – COMPLIANCE
You may not use the Services for any illegal or unauthorized purpose nor may you, in the use of the Services, violate any laws in your jurisdiction.
The Parties will each separately maintain effective compliance programs consistent with the relevant compliance guidelines set forth by any applicable state or federal government. The Parties will cooperate with each other to provide accurate and full responses to any material inquiry or concern of either Party related to compliance and to any reasonable request by either Party for clarification or documentation.
You represent and warrant to Company that (i) all data you provide to Company shall be accurate and in conformity with all legal requirements; and (ii) Company is duly authorized to receive, use, and disclose such data subject to the terms of this Agreement.
Use of and access to the Services is at the sole risk and responsibility of user.
SECTION 9 – WARRANTIES AND LIMITATIONS
Company warrants to you that, to Company’s knowledge, functionality of Services, when used properly and as expressly authorized by Company does not infringe any valid patent, registered copyright, or other registered intellectual property right under laws of the United States, provided that Company makes no warranty to the extent that such infringement results from (i) use or access by you in combination with any data, software, or equipment provided by you or any third party that could have been avoided by use or access of Services without such data, software, or equipment or (ii) any breach of any agreement by, or any negligent or other wrongful act or omission of, you or any third party acting on behalf of you.
Except as otherwise expressly provided herein, Company undertakes no obligation to provide error-free or fault-free items, and the Services are provided “as is” with all faults and defects.
EXCEPT AS EXPRESSLY PROVIDED HEREIN, COMPANY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND OR NATURE, EXPRESS OR IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), WITH RESPECT TO THE SERVICES PROVIDED HEREUNDER, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTY ARISING FROM CONDUCT, COURSE OF DEALING, CUSTOM, OR USAGE IN TRADE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY, COMPANY WILL NOT BE LIABLE UNDER ANY LEGAL THEORY FOR INDIRECT, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR LOSSES; LOST PROFITS OR BUSINESS OPPORTUNITIES; OR THE COST OF PROCUREMENT OF SUBSTITUTE ITEMS OR SERVICES.
You hereby acknowledge that the remedies set forth herein are reasonable and will not fail of their essential purpose. The foregoing does not affect any liability that cannot be excluded or limited under applicable law.
SECTION 10 – SERVICE CONTENT, OWNERSHIP, LIMITED LICENSE AND RIGHTS OF OTHERS
The Services contains a variety of: (i) materials and other items relating to Company and its Services, and similar items from our licensors and other third parties, including all layout, information, articles, posts, text, data, files, images, scripts, designs, graphics, button icons, instructions, illustrations, photographs, audio clips, music, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Services, and the compilation, assembly, and arrangement of the materials of the Services and any and all copyrightable material (including source and object code); (ii) trademarks, trade dress, logos, trade names, service marks, and/or trade identities of various parties, including those of Company (collectively, “Trademarks”); and (iii) other forms of intellectual property (all of the foregoing, collectively, “Content”).
The Services (including past, present, and future versions) and the Content are owned or controlled by Company, our licensors and/or certain other third parties. All right, title, and interest in and to the Content available on or through the Services is the property of Company or our licensors or certain other third parties, and is protected by U.S. and international copyright, trademark, trade dress, patent, and/or other intellectual property and unfair competition rights and laws to the fullest extent possible. Company owns the copyright in the selection, compilation, assembly, arrangement, and enhancement of the Content on the Services.
Subject to your strict compliance with these Terms and any Additional Terms, and unless otherwise set forth in this Agreement, Company grants you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to download (temporary storage only), display, view, use, play, and/or print one copy of the Content (excluding source and object code in raw form or otherwise, other than as made available to access and use to enable display and functionality) on a personal computer, mobile phone or other wireless device, or other Internet enabled device (each, a “Device”) for your personal, non-commercial use only. The foregoing limited license: (i) does not give you any ownership of, or any other intellectual property interest in, any Content; and (ii) may be immediately suspended or terminated for any reason, in Company’s sole discretion, and without advance notice or liability. In some instances, we may permit you to have greater access to and use of Content, subject to certain Additional Terms.
When using the Services, you must respect the intellectual property and other rights of Company and others. Your unauthorized use of Content may violate copyright, trademark, privacy, publicity, communications, and other laws, and any such use may result in your personal liability, including potential criminal liability. If you believe that your work has been infringed by means of an improper posting or distribution of it on or through the Services, then please see Section 21 below.
Company will have the unrestricted and permanent right to use and implement all ideas, advice, recommendations, or proposals provided by you to Company with respect to the Services in any manner and in any media.
SECTION 11 – CHOICE OF LAW
This Agreement will be governed by the laws of the state of New York, without regard to its conflicts of laws principles.
SECTION 12 – GOVERNMENT REQUESTS
SECTION 13 – FOREIGN ACCESS OF SITE
The Services are controlled, operated, and administered by Company from our offices within the USA. If you access the Services from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use Company’s content accessed through the Services in any country or in any manner prohibited by any applicable laws, restrictions, or regulations. Company makes no representation that all products, services and/or material described or available through the Services are appropriate or available for use in locations outside the United States or all territories within the United States.
SECTION 14 – ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
Occasionally there may be information on the Services that contains typographical errors, inaccuracies or omissions. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information if any information on the Services is inaccurate at any time without prior notice. We are not responsible if information made available on the Services is not accurate, complete, or current. The material on the Services is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more timely sources of information. Any reliance on the material on the Services is at your own risk.
We reserve the right to modify the contents of the Services at any time, but we have no obligation to update any information on the Services, except as required by law. You agree that it is your responsibility to monitor changes to the Services.
SECTION 15 – MODIFICATIONS TO SERVICES
We reserve the right, but are not obligated, to limit use of the Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. All content on the Services is subject to change at any time without notice, at the sole discretion of us. We reserve the right at any time to modify or discontinue any portion of the Services without notice at any time. Any offer for any Service made, is void where prohibited.
SECTION 16 – OPTIONAL TOOLS
We may provide you with access to third-party products or tools over which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such products or tools” as is” and “as available” without any warranties, representations, or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party products or tools.
Any use by you of optional products or tools offered through the Services is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which products or tools are provided by the relevant third-party provider(s).
SECTION 17 – COMPANY BUSINESS RECORDS
Subject to the other requirements and limitations, the business records of Company and all other records, electronic or otherwise, created or maintained by Company in performance of the Agreement will be and remain the property of Company, even though they may reflect or contain your information or other information concerning or provided by you. All de-identified information created by Company in compliance with this Agreement will belong exclusively to Company, provided that user will not hereby be prevented from itself creating and using its own de-identified information. You agree that this section of the Agreement is valid only to the extent that it does not violate any applicable law.
SECTION 18 – INDEMNIFICATION
By using and/or accessing the Services, and by consenting to these Terms, you agree to defend (at Company’s option), indemnify, and hold harmless Company, its affiliates and subsidiaries, and each of its their respective directors, officers, employees, shareholders, managers, agents, vendors, licensors, licensees, contractors, partners and suppliers, and successors and assigns from and against any and all liabilities, lawsuits, actions (civil, criminal, government or otherwise), claims, damages, losses, costs, investigations (such as by local, state, and federal government agencies), judgments, fines, penalties, settlements, and expenses, including reasonable attorneys’ fees, that directly or indirectly arise from or are related to: (i) your use of the Services and your activities in connection with the Services; (ii) your breach or alleged breach of these Terms or any Additional Terms; (iii) your violation or alleged violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities in connection with your use of the Services or your activities in connection with the Services; (iv) information or material transmitted through your devices, even if not submitted by you, that infringes, violates, or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity, privacy, or other right of any person or entity; and (v) any misrepresentation made by you (all of the foregoing, “Claims and Losses”). Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Company in asserting any available defenses. Notwithstanding the foregoing, Company retains the exclusive right to settle, compromise, and pay any and all Claims and Losses. You will not settle any Claims and Losses without, in each instance, the prior written consent of an officer of Company.
SECTION 19 – THIRD-PARTY LINKS AND SERVICES
Third-party links on the Services may direct you to third-party sites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or sites, or for any other materials, products, or services of third parties. Services offered on the Services may require use in connection with third-party websites that may or may not be affiliated with us. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party sites. Please review carefully the third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
SECTION 20 – FEEDBACK AND OTHER SUBMISSIONS
If, at our request, you send certain specific submissions or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, “Feedback”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any Feedback that you forward to us. We are and shall be under no obligation (1) to maintain any Feedback in confidence; (2) to pay compensation for any Feedback; or (3) to respond to any Feedback.
SECTION 21 – COPYRIGHT NOTIFICATIONS
Company will remove infringing materials in accordance with the Digital Millennium Copyright Act (the “DMCA”) if properly notified that any material infringes copyright. If you believe that your work has been copied in a way that constitutes copyright infringement, please notify Company in writing. Your notice must contain the following information (please confirm these requirements with your legal counsel, or see the U.S. Copyright Act, 17 U.S.C. § 512(c)(3), for more information):
(a) an electronic or physical signature of the 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 the material that you claim to be infringing, and a description of where the material that you claim is infringing is located on the Services, sufficient for Company to locate the 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 that the information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Under the Copyright Act, any person who knowingly materially misrepresents that material is infringing may be subject to liability.
If you fail to comply with these notice requirements, your notification may not be valid.
Please note that this procedure is exclusively for notifying Company and its affiliates that your copyrighted material has been infringed. The preceding requirements are intended to comply with our rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.
Allegations that other intellectual property right is being infringed should be sent to [email protected].
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.
SECTION 22 – CONTACT INFORMATION
Questions about the Terms should be sent to us at:
SECTION 23 – CONDUCT
You will not (i) access or use Services in connection with the provision of any services to third parties; (ii) resell, lease, encumber, copy, distribute, publish, exhibit, or transmit any portion of the Services to any third party; (iii) derive specifications from, reverse engineer, reverse compile, disassemble, translate, record, or create derivative works based on the Services or any content contained therein; (iv) use Services in a manner that delays, impairs, or interferes with system functionality for others or that compromises the security or integrity of any data, equipment, software, or system input or output; (v) enter data in the Services that is threatening, harmful, lewd, offensive, defamatory, or that injures or infringes the rights of others; (vi) apply systems to extract or modify information on the Services using technology or methods such as those commonly referred to as “web scraping,” “data scraping,” or “screen scraping”; or (vii) use the Services or any part or aspect of it for any unlawful purpose or to mislead or harass anyone. Use of or access to the Services not in accordance with the Terms of this Agreement is strictly prohibited. Company may, in its sole discretion, limit or suspend permission to access or use the Services immediately if the terms of this section are violated.
Additionally, you understands and agree (i) You are responsible for all of your activity in connection with your use of the Services; (ii) You are prohibited from impersonating any person or entity, including any employee or representative of Company; (iii) You are prohibited from circumventing any security-related feature of the Services, including those designed to limit copying or reproduction of the Content; (iv) You are prohibited from taking any action that imposes or may impose (as determined by Company in its sole discretion) an unreasonable or disproportionately large burden or load on Company’s or its third-party providers’ infrastructure; (v) You are prohibited from interfering or attempting to interfere with the proper working of the Services or any activities conducted on the Services; (vi) You are prohibited from bypassing any measures Company may use to prevent or restrict access to the Services (or other accounts, computer systems, or networks connected to the Services); and (vii) you may cease using the Services at any time.
SECTION 24 – UPDATE TO TERMS
AS THE SERVICES EVOLVE, THE TERMS AND CONDITIONS UNDER WHICH WE OFFER THE SERVICES MAY PROSPECTIVELY BE MODIFIED AND WE MAY CEASE THE SERVICES UNDER THE TERMS OR ADDITIONAL TERMS FOR WHICH THEY WERE PREVIOUSLY OFFERED. ACCORDINGLY, EACH TIME YOU SIGN IN TO OR OTHERWISE USE THE SERVICES YOU ARE ENTERING INTO A NEW AGREEMENT WITH US ON THE THEN APPLICABLE TERMS AND CONDITIONS AND YOU AGREE THAT WE MAY NOTIFY YOU OF OTHER TERMS BY POSTING THEM ON THE WEBSITE (OR IN ANY OTHER REASONABLE MANNER OF NOTICE WHICH WE ELECT), AND THAT YOUR USE OF THE SERVICES AFTER SUCH NOTICE CONSTITUTES YOUR AGREEMENT TO THE OTHER TERMS FOR YOUR NEW USE.
SECTION 25 – ORIGINAL CONTENT
Concerning content that you create, submit, post, or upload using the Services, the following applies:
(a) you agree that all created, submitted, posted, or uploaded content is your original work (the “Original Content”), and does not and will not infringe upon, violate or misappropriate any patent, copyright, trade secret, trademark, contract, or any other publicity right, privacy right, or proprietary right of any third party;
(b) you agree that all liabilities, lawsuits, actions, claims, damages, losses, costs, investigations, judgments, fines, penalties, settlements, and expenses associated with your Original Content are expressly covered under your indemnification obligations set forth in this Agreement;
(c) subject to the terms of this Agreement, you shall maintain your intellectual property rights to any Original Content. For the purposes of this Agreement, “Intellectual Property” means current and future worldwide rights under patent law, copyright law, trade secret law, trademark law, moral rights law, and other similar rights; and
(d) By submitting any Original Content, you hereby grant Company a worldwide, perpetual, irrevocable, royalty-free and fully paid-up, nonexclusive licenses to display and otherwise use the Original Content on our Services.
SECTION 26 – THIRD-PARTY APP STORES
To the extent permitted by applicable law, the following supplemental terms shall apply when accessing the Services through specific devices:
By accessing the Services from a device made by Apple, Inc. (hereinafter “Apple”), you specifically acknowledge and agree that:
(a) These Terms are an agreement between Company and you and Apple is not a party to these Terms.
(b) Your use of the Services is subject to Apple’s App Store Terms of Services.
(c) Apple has no obligations with respect to the Services or Content.
(d) Apple is not responsible for addressing any claims by you or a third party relating to the Services.
(e) In the event of any third party claim that the Services or your use of the Services infringes such third party’s intellectual property rights, Apple is not responsible for any aspect of the infringement claim.
(f) You represent and warrant that (a) 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 (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
(g) Apple and its subsidiaries are third party beneficiaries of these Terms and will have the right to enforce these Terms.
By accessing the Services from Google Play operated by Google, Inc. or one of its affiliates (hereinafter “Google”), you specifically acknowledge and agree that:
(a) to the extent of any conflict between (a) the Google Play Terms of Services and the Google Play Business and Program Policies or such other terms which Google designates as default end user license terms for Google Play (all of which together are referred to as the “Google Play Terms”), and (b) the other terms and conditions in these Terms, the Google Play Terms shall apply with respect to your use of the Services that you download from Google Play.
(b) Google does not have any responsibility or liability related to compliance or non-compliance by Company or you under these Terms or the Google Play Terms.
SECTION 27 – FEES AND PAYMENTS
Prior to registering an account or executing any financial transactions using the Services, you may be required to provide us or our payment processing company with valid payment information, including some or all of the following: (i) your name as it appears on your credit card or bank account; (ii) your credit card or bank account number; (iii) your bank account routing number, (iv) the date of expiration of your credit card; and (v) any activation numbers or codes needed to charge your credit card or bank account. By submitting that information to us or directly to our payment processor, you hereby agree that you authorize us and/or our processor (as applicable) to charge your credit card or bank account at our convenience but within thirty (30) days of authorization. For any financial transactions you execute using the Services, you agree to pay the price applicable (including any sales taxes and surcharges) as of the time of the transaction. We will automatically bill your credit card or bank account or other form of payment submitted as part of the order process for such price. WE ARE NOT RESPONSIBLE FOR, AND DO NOT REIMBURSE, FEES FOR INSUFFICIENT FUNDS, ACH RETURN FEES OR ANY OTHER FEES ASSOCIATED WITH AN INVESTMENT YOU MAY MAKE.
Your card issuer agreement (or bank account agreement) governs your use of your designated card (or bank account), and you must refer to that agreement and not these Terms to determine your rights and liabilities as a cardholder (or bank account holder). You hereby represent and warrant that you will not use any credit card, bank account, or other form of payment unless you have all necessary legal authorization to do so. YOU, AND NOT US, ARE RESPONSIBLE FOR PAYING ANY UNAUTHORIZED AMOUNTS BILLED TO YOUR CREDIT CARD OR BANK ACCOUNT BY A THIRD PARTY. You agree to pay all fees and charges incurred in connection with your purchases (including any applicable taxes) at the rates in effect when the charges were incurred. For example, if you purchase with a credit card that is issued through a bank that is based outside of the United States, your bank or our bank may charge foreign transaction fees and other similar currency exchange fees and you agree to reimburse us for any such fees or charges, if charged to us, upon our demand. Unless you notify us of any discrepancies within sixty (60) days after they first appear on your credit card statement, you agree that they will be deemed accepted by you for all purposes. If we do not receive payment from your credit card issuer (or bank) or its agent, you agree to pay all amounts due upon demand by us or its agents. Sales taxes, or other taxes, customs, import/export charges, or similar governmental charges are not included in the price of the products. You are responsible for paying any such taxes or charges imposed on your purchases, including, but not limited to, sales, use or value-added taxes.
PAYMENTS REFERRED TO HEREIN SHALL NOT BE REFUNDABLE UNDER ANY CIRCUMSTANCES.
SECTION 28 – MISCELLANEOUS
Company shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond Company’s reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation.
Neither Party will assign this Agreement without the written consent of the other, provided that Company may assign this Agreement as part of a corporate reorganization, consolidation, merger, change of control with respect to its outstanding stock, or sale of substantially all of its assets, and provided further that the assigning Party and the assignee will remain liable for any unperformed obligations under this Agreement arising prior to the effective date of any such transaction.
This Agreement will be binding on the Parties and their successors and permitted assigns.
Nothing contained in this Agreement will be construed to create a joint venture, partnership, or like relationship between the Parties, and their relationship is and will remain that of independent Parties to a contractual service relationship.
Except as explicitly set forth herein, none of the provisions of this Agreement will be for the benefit of or enforceable by any third party.
Section and clause titles are for convenience only and will not affect the meaning of this Agreement.
No failure by a Party to insist upon the strict performance of any term or condition of this Agreement or to exercise any right or remedy hereunder will constitute a waiver.
If any term or provision of this Agreement is invalid, illegal, or unenforceable, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such other term or provision.
The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.
European Electronic Communications Code Waiver. You hereby waive the right to: (a) have this Agreement or any Additional Agreements made available to you in a durable medium, (b) have a summary of this Agreement or any Additional Agreements provided to you, and (c) be notified when your usage of any services based on volume or time limits reaches the limits of your tariff plan.
Company reserves the right, without any limitation, to: (i) investigate any suspected breaches of security or its information technology or other systems or networks; (ii) investigate any suspected breaches of these Terms and any Additional Terms; (iii) investigate any information obtained by Company in connection with reviewing law enforcement databases or complying with criminal laws; (iv) involve and cooperate with law enforcement authorities in investigating any of the foregoing matters; (v) prosecute violators of these Terms and any Additional Terms; and (vi) discontinue the Services, in whole or in part, or, except as may be expressly set forth in any Additional Terms, suspend or terminate your access to it, in whole or in part, including any user accounts or registrations, at any time, without notice, for any reason and without any obligation to you or any third party. Any suspension or termination will not affect your obligations to Company under these Terms or any Additional Terms. Upon suspension or termination of your access to the Services, or upon notice from Company, all rights granted to you under these Terms or any Additional Terms will cease immediately, and you agree that you will immediately discontinue use of the Services.
You understand that all content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.
Notwithstanding anything to the contrary and to the fullest extent permitted by applicable law, you agree that (i) Company’s maximum aggregate liability relating to this Agreement (whether in contract, tort (including negligence), strict liability or otherwise) shall in no event exceed the amount paid or payable under this Agreement and directly related to the matter or matters which have given rise to liability; and (ii) in no event will Company be liable for any consequential, indirect, incidental, special or punitive damages (including but not limited to lost profits) even if Company has been advised of the possibility of such damages except in cases of proven inappropriate behavior.
No delay, failure or omission by either party to carry out or observe any of its obligations hereunder will give rise to any claim against such party or be deemed to be a breach of this Agreement if and for as long as such failure or omission arises from any cause beyond the reasonable control of that party.
This Agreement and any agreements referenced and incorporated herein make up the entire agreement between Company and you regarding your use of the Services and supersedes any prior agreements or understandings
You have carefully read all this Agreement and agree that all the restrictions set forth are fair and reasonably required to protect the Company’s interests.