THE SHOW BUTLER, INC.
TERMS OF SERVICE
Effective March 9, 2016
Welcome, and thank you for visiting www.showbutler.com. These Terms of Service (“Terms”) are designed to help you understand the conditions upon which The Show Butler, Inc. makes this Site available to you, and to help you understand your responsibilities as you use this Site.
2. These Terms are a Binding Contract
IF YOU DO NOT AGREE TO ANY OF THE TERMS AND CONDITIONS CONTAINED IN THESE TERMS OF SERVICE, OR TO ANY CHANGES THAT WE MAY SUBSEQUENTLY MAKE TO THESE TERMS OF SERVICE, PLEASE IMMEDIATELY STOP ACCESSING AND/OR USING THE SITE IN ANY WAY.
In these Terms the following capitalized words will have the meanings assigned below. Other words will also be defined in other sections of these Terms.
A. The “Site” includes Our website located at www.showbutler.com and any and all associated websites, mobile applications and/or third-party services that We maintain and use in conjunction with such website.
B. The terms “We,” “Us,” “Our,” “Ours” and equivalent terms refer to The Show Butler, Inc. and all of such entity’s employees, officers, directors and agents.
C. The terms “You,” “Your,” “Yours,” and equivalent terms refer in each case to the individual (whether acting either individually or representing a corporate entity) who accesses or uses the Site or any of the features of the Site and has thereby accepted these Terms.
D. The term “User Content” shall refer to any and all user-generated materials or content of any kind that You post on and/or submit to the Site. Content shall include, but not be limited to, text, comments, posts, images, videos, audio files, links, data, code, graphics, and other forms of media and content.
E. “Our Content” refers to content and/or proprietary materials that are created and/or owned by Us or Our partners. Our Content includes all of the materials that constitute, are incorporated into, and/or made available to You on the Site, including all graphic elements, design elements, text, business processes, pictures, videos, code and configuration information, and all other Site-related materials.
4. Additional Features of these Terms
B. These Terms can be Amended
C. Additional Terms May also be Found on the Site Itself
Your use of the Site may also include other terms and conditions that may be found on (or are incorporated into) the Site itself, such as notices, business terms, policies, service charges, registration requirements, notice of third-party service providers, etc. All such terms will be considered (and are) additions to these Terms, and it is Your responsibility to review and understand them.
5. Rules of Conduct for Site Use
As a precondition to Your use of the Site, You promise that You: (a) will not use the Site for any purpose that is prohibited by these Terms; (b) will use the Site in a manner that complies with all laws and export restrictions; (c) will use the Site only as it is designed and intended to be used (and if You have any questions about Our intentions with regard to the Site, You agree to contact Us for clarification, and that clarification will be definitive). You agree that We have the right to cancel or refuse service to You at any time due to any conduct on Your part that We deem to be inappropriate in any way and/or for any breach of any of the Terms.
In addition, You specifically agree that You will not:
A. Use the Site, or any information gained from the Site, to generate or facilitate unsolicited commercial email or other messages to Site users or other third parties; use manual or automated software, devices, or other processes to “crawl” or otherwise harvest information from any page of the Site; or operate any form of auto-responder on or in connection with the Site;
B. Transmit, upload, distribute, or disseminate any unlawful, defamatory, harassing, abusive, offensive, fraudulent, infringing, obscene, or otherwise objectionable (as determined in Our sole discretion) User Content in any way;
C. Intentionally distribute viruses, worms, Trojan horses, or any other malicious code or items of a destructive, deceptive, or invasive nature;
D. Use the Site in connection with peer-to-peer file sharing, pyramid schemes, or any other illegal activity;
E. Transmit, upload, distribute, or disseminate User Content that may be harmful or offensive to, or inappropriate for, minors (as determined in Our sole discretion);
F. Transmit, upload, distribute, or disseminate User Content that includes any protected healthcare information applicable to You or any third party;
G. Impersonate another person or company, or otherwise misrepresent yourself or Your company/entity in any way;
H. Upload, transmit, or otherwise use a third party’s intellectual property or other proprietary information in or on the Site without the express permission from the appropriate third party (owner, licensor, etc.);
I. Use the Site to violate the privacy, publicity, or similar legal rights of others and/or use the Site to harass, defame, libel, or otherwise harm others;
J. Interfere with other users’ enjoyment of the Site;
K. Link to, copy information from, resell, or otherwise exploit the Site or any of Our or any third party’s content for any unauthorized purpose, commercial or otherwise;
L. Attempt to gain unauthorized access to the Site (or any part of the Site to which access is restricted or limited in any way) and/or take any action to subvert security or access-restriction measures that are incorporated into the Site;
M. Remove, circumvent, disable, damage, or otherwise interfere with any Site features that prevent or restrict use or copying of any content accessible through the Site;
N. Attempt to gain unauthorized access to other accounts, Site computer systems, networks or services used by or connected to the Site, or any part of them, through hacking, password mining, or any other means; or otherwise interfere or attempt to interfere with the proper working of the Site;
O. Directly or indirectly: (i) decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Site, except to the limited extent applicable laws may specifically prohibit or limit such restriction; (ii) modify, translate, or otherwise create derivative works of any part of the Site; or (iii) copy, rent, lease, distribute, or otherwise transfer or misappropriate any of Our Content, third-party content, intellectual property rights, or features of the Site;
P. Remove or modify any of Our logos or any copyright, trademark, or other proprietary rights notices contained in or on the Site;
Q. Use the Site in a manner that violates these Terms or any other terms and conditions set by Us on the Site;
R. Use the resources of the Site in excess of any assigned or agreed-on quotas or use limitations; and/or
S. Use the Site to advertise or promote Your or any third party’s website, business, or other matters (unless specifically authorized to do so).
6. Additional Rules of Conduct - Posting of User Content
A. Submission of User Content: The Site may provide You and others with the ability to add, create, upload, submit, and/or post various kinds of User Content to the Site. In connection with such User Content, and in addition to the other obligations set forth in these Terms, You agree not to (and will not permit any third party to) upload, download, transmit, post, submit, or otherwise disseminate or facilitate the dissemination of any User Content that:
(1) infringes any patent, trademark, trade secret, copyright, right of publicity, or other right of any other person or entity, or violates any law or contractual duty;
(2) includes Your personal healthcare information, or the personal healthcare information of any third party;
(3) is false, misleading, untruthful, or inaccurate;
(4) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, obscene, offensive, or profane;
(5) impersonates any person or entity, including but not limited to any employee or representative of Ours; or
(6) is in any other way (in Our sole discretion) detrimental to the best interests of Our company, the Site, Site users, or the public.
B. We do not guarantee that any User Content will be made available on the Site, or that User Content will be retained on the Site. We do not (and have no obligation to) monitor the Site or any User Content submitted to the Site by You or any content of any kind submitted by other Site users. We have no obligation to You to store User Content, and We will not be liable in any way to You or any other Site user for lost User Content or lost third-party content, or loss of other data of any kind.
C. We reserve the right to remove, edit, or modify any User Content or other materials on the Site at any time, temporarily or permanently, without notice to You or other users, for any reason in Our sole discretion (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such User Content, or if We are concerned that You may have violated these Terms).
7. Digital Millennium Copyright Act (“DMCA”):
If You are a copyright owner, or are an agent thereof, and You believe that certain content hosted on the Site infringes on Your copyright interests, You may submit a notice thereof pursuant to the DMCA to Us by providing Us with the information listed below. Following receipt of a full and complete notice, We will take whatever action(s) We deem appropriate (in Our sole discretion), which may include removing the subject material from the Site.
To provide full notice to Us please provide the following, in writing:
A. Please identify the owner of the copyright that is alleged to be infringed, and please provide both a name and a physical or electronic signature of the copyright owner or of a person authorized to act on behalf of such owner;
B. Please identify the copyrighted work that You claim has been infringed (images, screenshots, etc. may be acceptable, in conjunction with a written description or web link, as may be applicable), a clear description of the location on the Site of the allegedly infringing material, and a clear description of how You believe that Your copyrighted material has been infringed;
C. Please provide Us with adequate contact information so that We will be able to contact You regarding Your notice;
D. Please provide a written statement to the effect that You have a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
E. Please provide a written statement to the effect that the information in Your notification is accurate, and that, under penalty of perjury, You are the owner or are authorized to act on behalf of the owner of the right that is allegedly infringed.
Notice under the provisions of the DMCA should be delivered to:
The Show Butler, Inc.
324 S. Commonwealth Avenue
Aurora, Illinois 60506
B. Registration Information: You agree and warrant that the registration information that You provide to Us at registration and at all other times will be true, accurate, current, and complete. You also agree that You will ensure that this information is kept accurate and up-to-date at all times. You agree to accept responsibility for all activities that occur under Your account. When You register, You will be asked to create a password. You are solely responsible for maintaining the confidentiality of Your account information and Your password, and for restricting access to Your computer and other equipment.
(1) You may not, and may not allow any third party to, buy or sell usernames or registered accounts.
(2) You agree that We may reclaim usernames and/or registered accounts on behalf of businesses or individuals that hold legal claim or trademark to those usernames. You agree that We can cancel any username that is offensive or inappropriate in any way, in Our discretion.
(3) You may not, and may not allow any third party to, hold inactive user account(s). Accounts that are inactive for more than six months may be terminated at Our discretion and without further notice.
(1) We may freeze or terminate Your registration and Your access to all or any part(s) of the Site at any time, with or without notice, and with immediate effect, in the event of any breach by You of any of the Terms or if We believe such action(s) by Us are in the best interests of the Site or the public, as determined in Our sole discretion. Such action may result in the forfeiture and destruction of all information associated with Your registration and/or Your account.
(2) In the event of any termination of any kind, all fees paid prior to such termination are non-refundable.
(3) You may terminate Your account at any time by following the instructions on the Site. You may terminate these Terms at any time by canceling Your registration on the Site and discontinuing Your use of the Site. However, all provisions of these Terms which by their nature should survive termination, shall survive termination, including, but not limited to, ownership provisions, warranty disclaimers, indemnity, and limitations of liability. If You have any questions about this section or need help administering Your account, please contact Us at the contact information provided in these Terms.
9. Payments and Service Charges
B. Your Agreement regarding Payment Processing: If You use a credit card (and/or a non-credit card based payment method (e.g. PayPal), if allowed by the Site) to make a payment on the Site, You understand and agree that We (and/or Our third-party service provider, as applicable) may process charges for the transactions initiated by You in accordance with the fees and rates set forth on the Site.
C. Additional Obligations/Restrictions:
(1) You will indemnify, defend, and hold Us harmless from: (i) any breach by You of any credit or debit card processing and/or issuing agreement, and/or any violation of applicable law by You; and/or (ii) any breach by You of any agreement with an alternative payment service provider (e.g. PayPal).
(2) You may not share accounts, and may not create multiple user accounts or multiple user connections to the Site, in order to evade an obligation to pay service fees or other charges.
(3) For all purchased resources and services, We will charge You in the manner and/or amounts indicated on the Site. If for any reason Your payments are late, such payments may bear interest at the rate of 1.5% per month (or the highest rate permitted by law, if less) until paid. All charges are exclusive of taxes. If Your payments are late, We reserve the right to suspend or cancel Your transactions and related Site privileges.
(4) You are responsible for paying all taxes and government charges applicable to payments You make in conjunction with the Site. You are responsible for paying reasonable expenses and attorney’s fees that We incur collecting late payments from You. To the fullest extent permitted by law, and notwithstanding anything to the contrary in these Terms, You waive all claims relating to Site-related charges unless claimed within 60 days after the due date of the charge (this does not affect Your credit card issuer rights). To the fullest extent permitted by law, refunds (if any) are at Our discretion and will be provided only in the form of credit for the Site unless otherwise agreed, in Our discretion. Nothing in these Terms obligates Us to extend credit to any party.
(5) You acknowledge and agree that any credit card information, other payment service information, and/or related billing and payment information that You provide may be shared by Us with third-party service providers such as payment processors and/or credit agencies, solely for the purposes of checking credit, processing payments, and otherwise servicing Your account. You agree that We may convey such information as We have access to in response to valid legal process (such as subpoenas and court orders), or to establish or exercise Our legal rights. We will not be liable for any use or disclosure of such information by such third parties.
A. General: You may not use the Site if You have been barred from doing so by Us, or are otherwise barred from using the Site under the laws (including treaties) of the United States or of any other nation or jurisdiction.
B. Companies and Other Corporate Entities: If You are registering or using an account on behalf of a company, entity, or organization (a “Corporate Entity”), then You represent and warrant that You are an authorized representative of that Corporate Entity with the authority to bind such organization to these Terms; and You agree to be bound by these Terms on behalf of such Corporate Entity.
C. Geographic Limits: Access to and use of the Site is limited to the United States. Accessing the Site is prohibited from territories where the Site is illegal. If You access the Service from locations outside of the United States, You do so at Your own initiative and risk and are responsible for all aspects of compliance with applicable local laws.
D. Individuals: The Site is available only to individuals who are at least 13 years old, provided it has been approved by a parent or legal guardian. By accessing the Site, You represent and warrant (if You are an individual) that either: (1) You are 18 years old and of legal age to form a binding contract, and that all of the registration and payment information that You submit (if any) is accurate, current and truthful; or (2) You (and Your parent or legal guardian) affirm that You are 13 years old or older. If You are not 13 years old or older, You are not eligible to use the Site.
IF YOU ARE 13 OR OLDER BUT UNDER THE AGE OF 18, OR IF YOU ARE OTHERWISE UNDER THE LEGAL AGE OF MAJORITY WHERE YOU RESIDE, THEN YOU AGREE TO REVIEW THESE TERMS—AND TO REVIEW THE SITE—WITH YOUR PARENT OR GUARDIAN TO MAKE SURE THAT BOTH YOU AND YOUR PARENT OR GUARDIAN UNDERSTAND AND AGREE TO THE TERMS.
IF YOU ARE 13 YEARS OLD OR OLDER BUT UNDER THE AGE OF 18, YOU AGREE TO HAVE YOUR PARENT OR GUARDIAN REVIEW AND ACCEPT THESE TERMS ON YOUR BEHALF. IF YOU ARE A PARENT OR GUARDIAN AGREEING TO THE TERMS FOR THE BENEFIT OF A CHILD OVER 13, THEN YOU AGREE TO AND ACCEPT FULL RESPONSIBILITY FOR THAT CHILD'S USE OF THE SITE, INCLUDING ALL FINANCIAL CHARGES AND LEGAL LIABILITY THAT HE OR SHE MAY INCUR.
11. Right to Suspend, Refuse, Cancel, Modify, or Limit Use of the Site:
You agree that We may, in Our sole discretion, change, suspend, or discontinue the Site as a whole (including without limitation, the availability of any feature, function, content, or User Content), or any portion thereof, at any time, by making the relevant changes to the Site and/or by posting a notice on the Site.
In addition, You agree that We may refuse to provide You with access to the Site (in whole or in part), and We also may cancel any registration or subscription (if applicable) of Yours in the event of any breach by You of any of the Terms or if We believe such action(s) by Us are in the best interests of the Site or the public, as determined in Our sole discretion. Further, You agree that We may take such action(s) without notice or liability to You. In addition, We may change Our eligibility criteria at any time. These provisions are void if prohibited by law, and in such circumstances, Your ability to use the Site is revoked in such jurisdictions.
12. Passwords, Security
If the Site requires or allows the creation of an account using password-based security, You are responsible for the security of Your passwords and other information, and for any use of Your account. If You become aware of any unauthorized use of Your password or of Your account, You agree to notify Us immediately at the contact information provided in these Terms.
We have implemented security measures that We consider to be reasonable and appropriate to protect against the loss, misuse, and alteration of the information under Our control. Please be advised, however, that We cannot (and do not) guarantee or warrant the security of any information You disclose or transmit to Us online, and We are not responsible for the theft, destruction, or inadvertent disclosure of Your information. If You feel that the security features of the Site are not adequate for Your purposes, You agree to cease all use of the Site.
If You need help resetting Your password, or otherwise need assistance in administering Your account, please contact Us at the contact information provided in these Terms.
13. Links and Third-Party Products and Services
A. Links. The Site may contain links to third-party websites or resources on the Internet, and in addition, third-party websites may contain links to this Site (hereafter, “Linked Site(s)”). When You access Linked Sites, You do so at Your own risk. Linked Sites are not under Our control, We have no obligation to monitor Linked Sites, and You acknowledge and agree that We are not responsible or liable for the content, functions, accuracy, legality, appropriateness, or any other aspect of such Linked Sites or resources. The inclusion of any link to a third-party website on the Site does not imply any endorsement of that website by Us or any association with its operators. You further acknowledge and agree that We shall not be responsible or liable, directly or indirectly, for any harm, damage, or loss caused, or alleged to be caused, by or in connection with the use of or reliance on any content, goods, or services available on or through any such Linked Site or resource. YOUR ACCESS AND USE OF LINKED SITES AND THIRD-PARTY RESOURCES IN GENERAL IS SOLELY AT YOUR OWN RISK.
B. Service Partners. We may, from time to time, contract with third parties to provide a portion of the services associated with the hosting, administration, and/or service features (e.g. payment processing) of the Site (hereafter “Service Partners”). You are responsible for ensuring that You comply with the terms of service (or equivalent agreement) of each Service Partner if You use applicable Service Partner services via a separate website or mobile site, and You will indemnify, defend, and hold Us harmless from any breach of such agreement. You also agree that the sites and Services maintained by such Service Partners are Linked Sites, as defined above.
14. Notices, Contact Information
A. Notice to Us: You can contact Us at the following:
The Show Butler, Inc.
324 S. Commonwealth Avenue
Aurora, Illinois 60506
B. Notice to You:
(1) If You provide Us with contact information (e.g. if You have registered with the Site), You consent to receive reasonable communications from Us electronically. Such communications may include, but will not be limited to, general notices, notice of changes to these Terms, legally required disclosures, or other information in connection with the Site (collectively, “Service Notices”). Such notice will be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid.
(2) We may also provide electronic Service Notices by posting them on the Site, and You consent to such notice. You also agree that all notices, disclosures, and other communications that We provide to You electronically satisfy any legal requirement that such communications be in writing. If You desire to withdraw Your consent to receive Service Notices electronically, You must discontinue Your use of the Site.
15. We Retain Ownership of the Site, Our Property, and Our Content
You agree that the Site contains content and proprietary materials created and/or owned by Us or Our partners; that such content is protected under the laws of the Unites States and other countries, international conventions, and other relevant intellectual property and proprietary rights laws; and that such protections may include copyright, trademark, service mark, patent, trade secret and/or trade dress, and/or other proprietary rights. You shall abide by and maintain all copyright, trademark, and other proprietary rights notices, information, and restrictions contained in any content accessed through the Site. You acknowledge and agree that, except as specifically noted to the contrary in these Terms, We own all legal right, title, and interest in and to the Site and all of Our Content (including intellectual property rights of all kinds) that is incorporated into the Site, whether such rights are registered or not, and wherever in the world those rights may exist. We retain all rights except those rights expressly granted to You by these Terms.
16. Grant of Limited License to Site (for Site Use)
Subject to these Terms, We grant to You a limited, non-exclusive, non-sublicensable, and non-transferable license to use the Site and Our Content, solely for personal (or authorized entity) use in conformance with these Terms. Unauthorized use, reproduction, modification, distribution, or storage of any of Our Content or third-party content for other than personal, non-commercial use of the Site is expressly prohibited. Use of the Site in any way that is contrary to these Terms is prohibited.
17. Your Rights/Obligations with Regard to User Content You Submit to the Site
A. You are Publishing the Content: By submitting User Content to the Site, You acknowledge that You are publishing that User Content, and also that You may be identified publicly by Your site ID or other account information in association with any such User Content.
B. We Do Not Own User Content: Except for the licensed use of User Content as expressly provided in these Terms, We acknowledge and agree that We obtain no right, title, or interest from You (or anyone else) under these Terms in or to any User Content that You create, submit, post, transmit, or display on or through the Site, including any intellectual property rights in that User Content. You are solely responsible for protecting and enforcing Your rights in such User Content, and We will have no obligation to do so on Your behalf.
C. Your License to Us: By submitting any User Content to the Site, You hereby grant Us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable, and transferable license to use, edit, modify, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit such User Content in connection with the Site and Our (and Our successors and assigns’) business, including, but not limited to, for promoting and redistributing part or all of the Site (and derivative works thereof) in any media formats and through any media channels (including, but not limited to, third-party websites).
D. Your License to Other Users: By submitting User Content to the Site, You also hereby grant each other user of the Site a non-exclusive license to access Your User Content through the Site, solely to view such User Content while such party is using the Site.
E. Your Representations and Warranties Regarding Your Content: By submitting User Content to the Site, You hereby agree, represent, and warrant that You can demonstrate to Our full satisfaction upon request that: (i) You own or otherwise control all necessary rights to all of the materials in the User Content, or that the contents of such User Content is in the public domain; (ii) You have the full authority to act on behalf of any and all owners of any right, title, or interest in and to any and all materials in Your User Content to use such User Content as contemplated by these Terms and to grant the license rights set forth above; (iii) You have the permission to use the name and likeness of each identifiable individual person and to use such individual’s identifying or personal information as contemplated by these Terms; (iv) You will pay all royalties and other amounts owed to any person or entity due to Your submission of any User Content; and (v) the licenses granted by You in previous sections of these Terms will not infringe or violate the rights of any third party.
18. Feedback and Future Development
If You provide Us with any suggestions or feedback (including, but not limited to, suggestions for improvements to the Site, (hereafter “Feedback”), You hereby grant Us a fully-paid, royalty-free, perpetual, irrevocable, nonexclusive license to use and/or exploit such Feedback in any way, including, but not limited to, by incorporating such Feedback into the Site.
19. Warranties and Representations by Us
We make the Site available to You – and to the public in general – on a limited basis. You agree that We have no special relationship with, or fiduciary duty to, You. You acknowledge that We have no control over, and no duty to take any action regarding: (i) which individuals, companies, or other entities gain access to or use the Site; (ii) the content that You may access or view via the Site; (iii) the effects that that content may have on You; (iv) how You or other individuals may interpret or use the content; or (v) the actions You or other individuals or entities may take as a result of having been exposed to the content. The Site may contain, or may contain links to Linked Sites or other websites that contain, content or materials that some people may find offensive or inappropriate. We make no representations concerning any User Content or third-party materials of any kind contained in or accessed through the Site, and You agree that We will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of User Content or other third-party materials contained in or accessed through the Site.
THE SITE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND IS PROVIDED WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND/OR ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WE, AND OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS CAN OR WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SITE IS OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; AND/OR (D) THE RESULTS OF USING THE SITE WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS. YOUR USE OF THE SITE IS SOLELY AT YOUR OWN RISK. IN NO EVENT WILL WE BE LIABLE FOR LOSS OF ANY OF YOUR USER CONTENT OR DATA, AND/OR FOR THE LOSS OF ANY THIRD-PARTY CONTENT OR DATA.SOME STATES MAY NOT ALLOW LIMITATIONS ON CERTAIN WARRANTIES OR ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU OR MAY BE LIMITED BY ACTION OF LAW. IN SUCH EVENT, YOU AGREE THAT OUR LIABILITY WILL BE THE LOWEST LIABILITY ALLOWABLE UNDER APPLICABLE LAW.
Electronic Communications Privacy Act Notice (18 USC 2701-2711): WE MAKE NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITE OR ANY WEBSITE LINKED TO THE SITE. We will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other User Content stored on Our equipment, transmitted over networks accessed by the Site, or otherwise connected with Your use of the Site.
20. Indemnification by You
You agree to defend, indemnify, and hold harmless Us, Our affiliates, and each of Our employees, agents, members, partners, contractors, directors, suppliers and representatives, from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to Your use, misuse, or access to the Site, Your Content, Your violation of any of the Terms, or infringement by You or any third party using Your account of any intellectual property or other right of any person or entity. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by You pursuant to this section, in which event You will assist and cooperate with Us in asserting any available defenses and will remain financially responsible for such liability.
21. Waiver, Release
As a condition of the use of the Site, You, to the fullest extent permitted by law, hereby waive and release all claims of any kind against Us, Our parent companies, Our subsidiaries or Our affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives, and agents, and each of their respective successors and assigns, for any claims, actions, suits, procedures, costs, expenses, damages, and liabilities of any kind that may arise out of or in any way are related to Your use of the Site.
Further, YOU HEREBY EXPRESSLY WAIVE ALL RIGHTS UNDER CALIFORNIA CIVIL CODE SECTION 1542 (or any statute of like effect in the jurisdiction in which You are located). This waiver extends to and includes any and all claims, liabilities, injuries, damages, and causes of action that You do not anticipate, know, or suspect to exist at the time that You use the Site but that may develop, accrue, or be discovered in the future.
You further understand and acknowledge that You may be exposed to user submissions that are inaccurate, offensive, indecent, or objectionable. YOU AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU HAVE OR MAY HAVE AGAINST US WITH RESPECT THERETO.
22. Limitation of Liability
IN NO EVENT SHALL WE, NOR OUR DIRECTORS, MEMBERS, SHAREHOLDERS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SITE: (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, OR FOR SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING); (II) FOR ANY DAMAGES OF ANY KIND CAUSED BY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION); (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) ONE HUNDRED U.S. DOLLARS ($100.00) IN ANY CIRCUMSTANCE (SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU); OR (IV) FOR ANY AND ALL INJURIES, DEATH, LOSSES, COSTS, AND EXPENSES INCURRED BY YOU AND/OR ANY PERSON CLAIMING BY OR THROUGH YOU.
THE LIMITATIONS ON OUR LIABILITY TO YOU AS SET FORTH ABOVE SHALL APPLY TO THE MAXIMUM AMOUNT PERMITTED UNDER APPLICABLE LAW WHETHER OR NOT WE HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
23. Statute of Limitations
UNLESS OTHERWISE SPECIFICALLY PROVIDED IN THESE TERMS, YOU AND WE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
24. Dispute Resolution, Arbitration
If You have any concerns, questions or issue regarding the Site, You agree to notify Us of such concern, question or issue before taking any other action of any kind. You can contact Us for this purpose at the contact information provided with these Terms.
It is Our hope that any issues and/or concerns with the Site can be quickly and amicably resolved. However, should the matter remain unresolved, then, at Our election in Our sole and absolute discretion, such matter shall be subject to binding arbitration before the American Arbitration Association, with proceedings to be conducted in Aurora, Illinois. The subject matter before the arbitration tribunal may include claims for monetary damages as well as equitable and injunctive relief. The arbitration tribunal shall consist of one arbitrator, the decision or award of whom shall be final and binding and upon which judgment may be entered in any competent court, expressly including such sitting in the county and state of Kane, Illinois.
25. Jurisdiction; Venue
These Terms will be governed by the laws of the State of Illinois without regard to conflict of laws principles. Neither party may bring any action involving these Terms except in the Circuit Court of Kane County, Illinois, or the United States District Court for the Northern District of Illinois, Eastern Division, and the parties hereby acknowledge and submit to the personal jurisdiction of either such court.
26. Integration and Severability
The agreement between You and Us with respect to the Site, as reflected in these Terms, supersedes all other prior or contemporaneous communications and proposals (whether oral, written, or electronic) between You and Us. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
27. Additional Terms
We shall not be liable for any failure to perform Our obligations hereunder where such failure results from any cause beyond Our reasonable control, including, but not limited to, mechanical, electronic, or communications failure or degradation (including ‘line-noise’ interference). The Terms are personal to You and are not assignable, transferable, or sublicensable by You except with Our prior written consent. We may assign, transfer, or delegate any of Our rights and obligations hereunder without Your consent. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under the Terms, the prevailing party will be entitled to recover costs and attorneys' fees. All notices under these Terms will be in writing and will be deemed to have been duly given: (a) when received (if personally delivered) or sent by certified or registered mail, return receipt requested; (b) when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or (c) the day after it is sent, if sent for next day delivery by recognized overnight delivery service. No action by any third party or any statement by any person other than the Our chief executive or managing partner shall operate to amend these Terms. To the extent there is an inconsistency between the Terms and other terms or policies, these Terms shall govern. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.