TABLE OF
CONTENTS
These
Terms of Service
constitute a legally binding agreement made between you,
whether personally or on behalf of an entity (“you”) and Neogoma Limited
(" Company
", “we”, “us”, or
“our”), concerning your access to and use of the stardust.neogoma.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”).
We are registered in
Hong Kong
and have our registered office at Rm 747 7/F Star Hse
3 Salisbury Rd
, Tsim Sha Tsui
.
You agree that by accessing the Site, you have read, understood, and agree
to be bound by all of these
Terms of Service
. IF YOU DO NOT AGREE WITH ALL OF THESE
TERMS OF SERVICE
, 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 of Service
from time to time . We will alert you
about any changes by updating the “Last updated” date of these
Terms of Service
, and you waive any right to receive specific notice of
each such change. Please ensure that you check the applicable Terms every time you use our Site so that
you understand which Terms apply. 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 of Service
by your continued use of the Site after the date such
revised
Terms of Service
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.
The
Site is not tailored to comply with industry-specific regulations (Health Insurance Portability and
Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if your
interactions would be subjected to such laws, you may not use this Site. You may not use the Site in a way
that would violate the Gramm-Leach-Bliley Act (GLBA).
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, international copyright laws, 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 of Service
, 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.
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 of Service
;
(4) you are not a
minor in the jurisdiction in which you reside
;
(5) you will not access the Site
through automated or non-human means, whether through a bot, script or
otherwise; (6) you will not use the Site for any illegal or
unauthorized
purpose; and (7) 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).
4. 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.
We accept the following forms of payment:
You may be required to purchase or pay a fee to
access some of our services. You agree to provide current, complete, and accurate purchase and
account information for all purchases made via the Site. You further agree to promptly update
account and payment information, including email address, payment method, and payment card
expiration date, so that we can complete your transactions and contact you as needed. We bill you
through an online billing account for purchases made via the Site. Sales tax will be added to the
price of purchases as deemed required by us. We may change prices at any time. All payments shall be
in U.S. dollars .
You agree to pay all charges or
fees at the prices then in effect for your purchases, and you authorize us to charge your chosen
payment provider for any such amounts upon making your purchase.
If
your purchase is subject to recurring charges, then you consent to
our charging your payment method on a recurring basis without requiring your prior
approval for each recurring charge, until you notify us of your cancellation.
We reserve the right to correct any errors or
mistakes in
pricing, even if we have already requested or received payment. We also reserve
the right to refuse any order placed through the Site.
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.
- Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
- 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.
- Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.
- Use any information obtained from the Site in order to harass, abuse, or harm another person.
- Make improper use of our support services or submit false reports of abuse or misconduct.
- Use the Site in a manner inconsistent with any applicable laws or regulations.
- Engage in unauthorized framing of or linking to the Site.
- 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.
- 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.
- Delete the copyright or other proprietary rights notice from any Content.
- Attempt to impersonate another user or person or use the username of another user.
- 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”).
- Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site.
- Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Site to you.
- Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or any portion of the Site.
- Copy or adapt the Site’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
- Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site.
- 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.
- Use a buying agent or purchasing agent to make purchases on the Site.
- 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
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.
-
Use the Site to advertise or offer to sell goods and services. -
Sell or otherwise transfer your profile. -
Illegal activities
8. USER GENERATED
CONTRIBUTIONS
- 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 of Service . - 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 of Service . - 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 are not used to harass or threaten (in
the legal sense of those terms) any other person and to promote violence against a
specific person or class of people.
- 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 violate any applicable 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 of Service , or any applicable law or regulation.
Any use of the
Site in violation of the foregoing violates these
Terms of Service
and may result in, among other things,
termination or suspension of your rights to use the Site.
9. CONTRIBUTION
LICENSE
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.
10. 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 of Service
.
You shall not: (1) except as permitted by applicable law, 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;
or (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.
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 of
service; (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 of Service
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; and
(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 of Service
, 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 of Service
against you as a third-party beneficiary
thereof.
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.
12. U.S. GOVERNMENT
RIGHTS
Our
services are “commercial items” as defined in Federal Acquisition Regulation (“FAR”) 2.101. If our
services are acquired by or on behalf of any agency not within the Department of Defense (“DOD”), our
services are subject to the terms of these
Terms of Service
in accordance with FAR 12.212 (for computer software)
and FAR 12.211 (for technical data). If our services are acquired by or on behalf of any agency within
the Department of Defense, our services are subject to the terms of these
Terms of Service
in accordance with Defense Federal Acquisition
Regulation (“DFARS”) 227.7202-
3.
In addition, DFARS 252.227-7015
applies to technical data acquired by the DOD. This U.S. Government Rights clause is in lieu of, and
supersedes, any other FAR, DFARS, or other clause or provision that addresses government rights in
computer software or technical data under these
Terms of Service
.
We reserve the
right, but not the obligation, to: (1) monitor the Site for violations of these
Terms of Service
; (2) take appropriate legal action against anyone who, in
our sole discretion, violates the law or these
Terms of Service
, 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; and (5) otherwise manage the Site in a manner
designed to protect our rights and property and to facilitate the proper
functioning of the Site.
14. PRIVACY
POLICY
We
care about data privacy and security. Please review our Privacy Policy:
stardust.neogoma.com/privacy_policy
. By using the Site, you agree to be bound by our Privacy Policy, which is incorporated
into these
Terms of Service
. Please be advised the Site is hosted in
Singapore
. If you access the Site from any other region
of the world with laws or other requirements governing personal data collection, use, or
disclosure that differ from applicable laws in
Singapore
, then through your continued use of the Site,
you
are transferring your data to
Singapore
, and you agree to have your data transferred to and processed in
Singapore
.
15. 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 applicable 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.
These
Terms of Service
shall remain in full force and effect while you use the
Site. WITHOUT LIMITING ANY OTHER PROVISION OF THESE
TERMS OF SERVICE
, 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 OF SERVICE
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.
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 of Service
will be construed to obligate us to maintain and support
the Site or to supply any corrections, updates, or releases in connection therewith.
These Terms shall be governed by and defined following the laws of
Hong Kong
. Neogoma Limited and
yourself irrevocably consent that the courts of
Hong Kong
shall have exclusive jurisdiction to resolve any dispute which may arise in connection with these
terms.
You agree to irrevocably submit all disputes related to Terms or the
legal relationship established by this Agreement to the jurisdiction of the
Hong Kong
courts. Neogoma
Limited shall also maintain the right to bring proceedings as to the substance of the
matter in the courts of the country where you reside or, if these Terms are entered into in the
course of your trade or profession, the state of your principal place of business.
20. CORRECTIONS
There may be information on the Site that contains typographical
errors, inaccuracies, or omissions, 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.
21. 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.
22. 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 AMOUNT PAID,
IF ANY, BY YOU TO US
DURING THE SIX (6)
MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION
ARISING
.
CERTAIN US STATE
LAWS AND INTERNATIONAL 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.
23.
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 of Service
; (4) any breach of your representations and
warranties set forth in these
Terms of Service
; (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.
24. USER DATA
We will maintain certain data that you transmit to the Site for the
purpose of managing the performance of 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.
25. 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.
26. 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.
27. MISCELLANEOUS
These
Terms of Service
and any policies or operating rules posted by
us on the Site or in respect to 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 of Service
shall not operate as a waiver of such right or
provision. These
Terms of Service
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 of Service
is determined to be unlawful, void, or
unenforceable, that provision or part of the provision is deemed severable from these
Terms of Service
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 of Service
or use of the Site. You agree that these
Terms of Service
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
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