1. This is a Legal Agreement
This Terms of Service (“Terms”) is a legal agreement between you and the Techflier Group LLC (“Techflier”, “we” or “us”) governing your access to and use of the websites and online services that Techflier operates and that link to these Terms, including, without limitation, the Techflier Content and User Content and any Subscription Services (collectively, the “Services”). Please read the Terms carefully before using the Services. Do not use the Services if you do not accept the Terms. Techflier may change or modify the Services or the Terms at any time. Such changes, revisions, or modifications shall be effective immediately upon being posted in relation to the Services. You represent that you are at least 18 years old, and that all information you submit is correct.
THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES (SECTION 10), DISCLAIMERS OF LIABILITY AND AN EXCLUSIVE REMEDY (SECTION 11), AS WELL AS INFORMATION ABOUT CERTAIN LIMITATIONS ON YOUR ABILITY TO BRING A CLAIM AGAINST US (SECTION 16).
2. Prohibited Content and Activities
You may not access or use, or attempt to access or use, the Services to take any action that could harm us or any person or entity (a “person”), interfere with the operation of the Services, or use the Services in a manner that violates any and all applicable local, state, national and international laws and regulations and treaties. For example, and without limitation, you may not:
- Impersonate any person or falsely state or otherwise misrepresent your credentials, affiliation with any person, or the origin of any information you provide, or permit or otherwise enable unauthorized users to access and/or use the Service;
- Sell, copy, duplicate, rent, lease, loan, distribute, transfer, or sublicense the Service, or otherwise permit any third party to use or have access to the Service for any purpose (except as expressly permitted by us in writing) or decompile, reverse engineer, disassemble, modify, create a derivative work of, display in human readable form, attempt to discover any source code, or otherwise use any software that enables or comprises any part of the Service ;Exploit the Service or collect any data incorporated in the Service in any automated manner through the use of bots, metaspiders, crawlers or any other automated means;
- Use the Service to export software or data in violation of applicable U.S. laws or regulations;
- Obtain or attempt to gain unauthorized access to other computer systems, materials, information or any services available on or through the Services;
- Use any device, software, or routine to interfere or attempt to interfere with the proper working of the Services or any activity conducted on the Services or attempt to probe, scan, test the vulnerability of, or breach the security of any system, device or network;
- Circumvent, reverse engineer, decipher, decompile, disassemble, decrypt, or otherwise alter or interfere with (or attempt, encourage, or support anyone else’s attempt to engage in such activities) any of the software comprising or in any way making up a part of the Services. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited;
- Take any action that imposes an unreasonable or disproportionately large load on our network or infrastructure;
- Upload or otherwise transmit any communication, software, or material that contains a virus or is otherwise harmful to Techflier’s or its users’ computers, devices or systems; or
- Engage in any other conduct that restricts or inhibits any person from using or enjoying the Services, or that, in our sole judgment, exposes us or any of our affiliates, users or any other third party to any liability, damages, or detriment of any type.
Violations of system or network security and certain other conduct may result in civil or criminal liability. We may investigate and work with law enforcement authorities to prosecute users who violate the Terms. We may suspend or terminate your access to the Services for any or no reason at any time without notice.
3. User Submissions
Certain areas of the Services may enable you to post comments, send emails, or otherwise provide information to Techflier or other persons. You remain fully responsible for the materials that you provide to us or others, including without limitation information, audio recordings, photographs, documents, or other materials submitted, posted, uploaded, sent or otherwise transmitted to us or others (“User Content”). You agree not to provide User Content that:
- Infringes on, misappropriates or otherwise violates the copyright, trademark, patent or other intellectual property right of any person;
- Is false, misleading, libelous, slanderous, defamatory, obscene, abusive, hateful, or sexually-explicit;
- Violates a person’s right to privacy or publicity;
- Contains advertising or a solicitation of any kind;
- Degrades others on the basis of gender, race, class, ethnicity, national origin, religion, sexual preference, orientation or identity, disability, or other classification;
- Contains epithets or other language or material intended to intimidate or to incite violence; or
- Violates any applicable local, state, national, or international law, or advocates illegal activity.
If the Services permit you to post or publish User Content, you may only post User Content that is original and that you have the right to post. By submitting User Content, you grant us a royalty-free, irrevocable, perpetual, non-exclusive, worldwide, fully sub-licensable, transferable, license to publish, reproduce, distribute, display, perform, edit, adapt, modify, translate, create derivative works, make, sell, offer for sale, export, and otherwise use and exploit your User Content (or any portion thereof) in any way that we want and in any form, media, or technology now known or later developed. You hereby waive any moral rights you may have in your User Content. You represent that you have obtained all necessary permissions from any person identified in or implicated by your submission (including those shown in photographic content), and, in the case of minors, also from their parents or legal guardians, as appropriate.
We are not obligated to publish or use your User Content. Techflier is not in any manner endorsing any User Content or Techflier Content that it may publish or post on the Services and cannot, and will not, vouch for its reliability. Techflier is not responsible for any User Content or Techflier Content and has no duty to monitor the User Content or Techflier Content posted on the Services. You use any information contained in User Content or Techflier Content at your own risk. Techflier and its designees have the right, in their sole discretion, to monitor, review, edit, remove, delete, disable, refuse, restrict, or terminate access to your User Content or the Services (in whole or in part) at any time, without prior notice and in our sole discretion, for any or no reason. The obligations that you have to us under these Terms shall survive termination of the Services, any use by you of the Services, any User Content on the Services, or these Terms. You will not continue to post any User Content that Techflier has previously advised you not to post.
4. Subscription Services
Subscription Services. Certain Services, such as Techflier Premium, may be available only through creation of a subscription account and payment of a fee (“Subscription Services”). Through such Subscription Services accounts, you will have access to the Subscription Services for a fixed term, which will not renew automatically unless otherwise disclosed to you when you pay for the Subscription Services.
Access Restrictions. You are not authorized to access any Subscription Services unless you have opened a subscription account and paid the appropriate fee, have received access credentials (e.g., a username and password) from us, and are using those access credentials. You may not assist anyone else in accessing Subscription Services on an unauthorized basis, including by sharing your access credentials or providing any content or other materials that you obtained through Subscription Services to third parties. You are responsible for maintaining the confidentiality of your access credentials and for all usage or activity on your Subscription Services accounts, including the use of Subscription Services by any third party authorized by you to use your access credentials. Such responsibility expressly includes any purchases made or other charges incurred on your credit card in connection with your use (or an authorized third party’s use) of the Subscription Services. In the event of any fraudulent, abusive or otherwise illegal activity on your Subscription Services accounts, we may, in our sole discretion, terminate those accounts and refer you to appropriate law enforcement agencies. You may be responsible for damages from any such fraudulent, abusive, or otherwise illegal activity.
Age and Billing Authorization. By subscribing to a Subscription Service, you confirm that you are at least 18 years of age, that all information you submit is true and correct (including all credit card information), and that you are the authorized holder of the credit card.
Fees. You agree to pay all subscription fees and other charges to your Subscription Services accounts, including any applicable taxes. Techflier and/or the particular service provider reserves the right to change the amount of, or the basis for determining, any subscription fees or other charges for the Subscription Services and to institute new subscription fees or other charges effective upon prior notice to you.
Mobile Access. Some Subscription Services are accessible only using a particular kind of device, such as an Apple iPad or an Amazon Kindle. You should investigate Subscription Services before you pay for access to them to ensure that they will work with your device because we will not refund any fees you paid if the Subscription Services to which you subscribe are not compatible. Also, certain Subscription Services may not be available for use in every jurisdiction, and we will not refund any fees you paid if the Subscription Services to which you subscribe are not available. For information on compatibility and availability, please visit the applicable provider’s website or contact us at firstname.lastname@example.org before you subscribe.
Suspension or Termination. We may suspend or terminate your access to Subscription Services at any time without notice to you. If we do so, you will not be responsible for fees associated with the Subscription Services after the termination becomes effective, but you will not have any other remedies against us, and we will not issue any refunds. If you have breached or violated any obligation under these Terms, you will not be entitled to any remedy.
Cancellation. To cancel your subscription to Subscription Services, you must follow the procedures described on the applicable provider’s website. If we do not list cancellation procedures for a particular Subscription Service, you must contact us at email@example.com. We do not refund or prorate Subscription Services, or any other purchases made through the Services, for any reason. Requests to terminate subscriptions will be effective once the billing period in which we received the cancellation concludes.
5. Registration for Non-Subscription Services
You may be asked to register for certain activities in connection with the Services other than Subscription Services (see Section 4 for a discussion of Subscription Services). When you register, you agree to provide accurate, current and complete information about yourself as requested or directed and to promptly update this information to maintain its accuracy. Techflier has the right to suspend or terminate any account or other registration and to refuse any and all current or future use if it suspects that such information is inaccurate or incomplete. You are responsible for maintaining the confidentiality of any password and username that you are given or select, and you are responsible for all activities that occur under your password or account.
6. Intellectual Property
All content, information, materials, computer code, and software that are part of the Services other than your User Content (collectively, the “Techflier Content”) is the property of Techflier or third parties. You may access, use and display the Services on a single computer or device and download and print copies of the Techflier Content only for non-commercial, informational, personal use, without modification or alteration in any way, and only so long as you comply with these Terms.
- Copyright and Other Intellectual Property Rights. The Techflier Content is protected under the copyright laws of the United States and other countries. You acknowledge that all copyrights and other intellectual property rights in the Services are owned by Techflier or its third-party licensors to the full extent permitted under the United States Copyright Act and all international copyright laws and all other applicable laws. Unless expressly permitted by an authorized person in writing, you may not copy, reproduce, distribute, publish, enter into a database, display, perform, modify, create derivative works from, transmit, or in any way use or exploit any part of the Techflier Content except that you may make use of the content for educational and non-commercial purposes only, provided that you maintain all copyright and other notices posted along with the Techflier Content. To obtain written consent to use a copyrighted work, please contact us using the information in Section 18. Copying or downloading these materials for anything other than your personal use is a violation of these Terms.
- Trade and Service Marks. All rights in product names, the Techflier name, trade names, logos, service marks, trade dress, slogans, product packaging, and designs of Techflier products or services, whether or not appearing in large print or with the trademark symbol, belong exclusively to Techflier or its licensors and are protected from reproduction, imitation, dilution, or confusing or misleading uses under national and international trademark and copyright laws. The use or misuse of these trademarks or any materials, except as permitted herein, is expressly prohibited, and nothing stated or implied on the Services confers on you any license or right under any patent or trademark of Techflier, its affiliates, or any third party. To obtain written permission to use the trade and service mark rights of Techflier, please contact us using the information in Section 18.
- Notice of Infringement. Techflier respects intellectual property rights. If you believe in good faith that your work has been reproduced or is accessible on the Services in a way that constitutes copyright infringement, please provide our designated agent with the following information in writing to Techflier’s Copyright Agent under the Digital Millenium Copyright Act (“DMCA”):
- An electronic or physical signature of the person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed;
Identification of the copyrighted work or a representative list of the works claimed to have been infringed;
Identification of the allegedly infringing material and information reasonably sufficient to permit us to locate the material;
- Your name, address, telephone number, and email address, so that we may contact you if necessary;
A statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
You may notify our designated copyright agent either by mail to Copyright Agent, Techflier,1714 Stockton Street, Suite 300 San Francisco, CA 94133 or via email firstname.lastname@example.org.
Only copyright complaints should be sent to the Copyright Agent. All other feedback or comments should be addressed to email@example.com. You acknowledge that if you fail to comply with all the requirements of this section, your DMCA notice may not be valid.
7. Change or Termination
Techflier may change or terminate these Terms for any reason at any time. Techflier reserves the right, in its sole discretion, to restrict, suspend, or terminate your access to and use of the Services, with or without prior notice. Otherwise applicable sections of the Terms shall survive termination. Techflier also reserves the right to seek all remedies available at law and in equity for violations of these Terms. Upon termination, you must cease all use of the Services, including any of the Techflier Content.
10. Disclaimer of Warranties
YOUR USE OF THE SERVICES IS entirely AT YOUR OWN RISK. WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE services, INCLUDING WITHOUT LIMITATION THE OPERATION OF THE SERVICES OR THE INFORMATION, MATERIALS, GOODS, OR SERVICES APPEARING OR OFFERED ON THE SERVICES or With ReSPECT TO any websites or services linked from the services. THE SERVICES ARE PROVIDED “AS IS”, “with all faults,” AND “AS AVAILABLE.” Without limiting the generality of the foregoing, WE DISCLAIM ALL WARRANTIES, EXPRESS, STATUTORY OR IMPLIED, INCLUDING BUT NOT LIMITED TO (I) THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE, QUIET ENJOYMENT, no liens and no encumbrances; (II) THE warranties against infringement, misappropriation or violation of any intellectual property or proprietary rights of any person; (III) WARRANTIES ARISING THROUGH COURSE OF DEALING OR USAGE IN TRADE; AND (IV) THE warranties relating to the accuracy, reliability, correctness, or completeness of data or content made available on the SERVICES or otherwise by Techflier. Further, there is no warranty that the SERVICES will meet your needs or requirements or the needs or requirements of any other person OR THE NEEDS OR REQUIREMENTS SET FORTH IN ANY DOCUMENTATION. WE MAKE NO WARRANTIES, EXPRESS, STATUTORY OR IMPLIED, THAT THE SERVICES, INCLUDING WITHOUT LIMITATION THE Techflier content, FUNCTIONS OR MATERIALS CONTAINED THEREIN, WILL BE TIMELY, SECURE, ACCURATE, ERROR-FREE, COMPLETE, UP-TO-DATE, FREE OF VIRUSES, OR UNINTERRUPTED. Techflier DOES NOT NECESSARILY ENDORSE, SUPPORT, SANCTION, ENCOURAGE OR AGREE WITH ANY Techflier CONTENT OR ANY USER CONTENT, AND WE EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES AND LIABILITIES IN CONNECTION WITH ANY USER CONTENT OR Techflier CONTENT. Techflier makes no representation that the Services are appropriate or available for use outside of the United States. No oral or written information made available by or on behalf of Techflier shall create any warranty.
NOTWITHSTANDING THE FOREGOING, THESE DISCLAIMERS DO NOT EXCLUDE ANY STATUTORY CONSUMER RIGHTS CLAIMS, OR DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM TECHFLIER’S INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.
IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED OR STATUTORY WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
11. Exclusive Remedy and Limitation of Liability
UNDER NO CIRCUMSTANCES, INCLUDING WITHOUT LIMITATION NEGLIGENCE, WILL Techflier, its affiliates, or any party involved in creating, producing, or delivering the SERVICES BE LIABLE FOR DAMAGES OR LOSSES INCLUDING WITHOUT LIMITATION direct, incidental, consequential, indirect, special, or punitive damages AND LOST PROFITS arising out of THE TERMS OR your access, use, misuse, or inability to use the services, INCLUDING WITHOUT LIMITATION ANY TECHFLIER content OR USER CONTENT, or any Sites LINKED FROM THE SERVICES, HOWEVER CAUSED, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF TECHFLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, or in connection with any failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus, or line or system failure.
NOTWITHSTANDING THE FOREGOING, THESE LIMITATIONS OF LIABILITY HEREIN, DO NOT EXCLUDE ANY STATUTORY CONSUMER RIGHTS CLAIMS OR DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM TECHFLIER’S INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.
Because some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, Techflier’s liability in such jurisdictions shall be limited to the extent permitted by law.
Any claim against us shall be limited to the amount you paid, if any, for use of the Services.
You agree to indemnify, hold harmless, and defend Techflier, and its affiliates and licensors, and each of their respective officers, directors, contractors, agents, employees, successors and assigns from and against any and all demands, claims, damages, liabilities, judgments, fines, interest, penalties, losses, costs, expenses and harms, including without limitation reasonable attorneys’ fees and fees of other professional advisers, arising out of or in connection with (i) your use of the Services (including, without limitation, your User Content and your use of any Techflier Content), (ii) your online conduct, (iii) your violation or breach of these Terms, (iv) your failure to comply with any applicable laws or regulations, (v) your negligence, willful misconduct, or violations of the intellectual property or other rights of any person, or (vi) any of your dealings or transactions with other persons resulting from use of the Services. You shall not settle any such claim without the prior written consent of Techflier. These obligations will survive an termination of these Terms.
This provision does not require you to indemnify us for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Services.
13. Integration and Severability
These Terms constitute the entire agreement between Techflier and you, superseding any prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us. In the event any provision of these Terms is held unenforceable, it will not affect the validity or enforceability of the remaining provisions and will be replaced by an enforceable provision that comes closest to the intention underlying the unenforceable provision.
14. No Waiver
Our failure to enforce any provisions of the Terms or respond to a breach by you or other parties shall not in any way waive our right to enforce subsequently any terms or conditions of the Terms or to act with respect to similar breaches.
15. Assignment and Binding Effects
You must not assign these Terms or any rights or obligations herein without the prior written consent of Techflier and any attempted assignment in contravention of this provision is null and void and of no force or effect. Techflier has the right to assign these Terms, and any of its rights or obligations herein. These Terms are binding upon each party and its respective successors, heirs, trustees, administrators, executors and permitted assigns.
16. Location, Governing Law
17. DISPUTES AND ARBITRATION AGREEMENT
PLEASE READ THIS SECTION CAREFULLY—IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
WHAT IS ARBITRATION: Arbitration is more informal than a lawsuit in court and seeks to resolve disputes more quickly. Instead of a judge or a jury, the case will be decided by a neutral arbitrator who has the power to award the same damages and relief that a court can. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision shall be severed, and the remaining arbitration terms shall be enforced.
(1) Write a demand for Arbitration. The demand must include a description of the Claim and the amount of damages sought to be recovered. You can find a copy of a Demand for Arbitration at www.jamsadr.com.
(2) Send three copies of the Demand for Arbitration, plus the appropriate filing fee to: JAMS to your local JAMS office or to JAMS, Two Embarcadero Center, Suite 1500, San Francisco, CA 94111
(3) Send one copy of the Demand for Arbitration to the other party.
Payment of all filing, administration and arbitrator fees will be governed by the JAMS Rules. If travelling to the State of California is a burden, you may participate in the arbitration by phone or via document submission to the fullest extent allowable by the arbitrator. Each party will bear their own costs of arbitration unless the arbitrator directs that bearing such costs would be an undue burden and in that case, we will pay for your portion of the arbitration administrative costs (but not your attorneys’ fees). Arbitration under this agreement shall be held in the United States in the State of California under Virginia law without regard to its conflict of laws provisions. The arbitration may award on an individual basis the same damages and relief as a court (including injunctive relief). Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
NO CLASS ACTIONS: You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed.
WAIVER OF JURY TRIAL: THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in court and are subject to very limited review by a court. In the event any litigation should arise between you and us in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND Techflier WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING TO ACCEPT THIS AGREEMENT TO ARBITRATE.
17. Separate Terms and Conditions
18. Contact Information
Please direct any questions, complaints or claims related to the Services or your use of the Services, or requests to use a copyrighted work or trade or service mark right to firstname.lastname@example.org.