TERMS & CONDITIONS
- DeLorean, available at [___] (together with its respective pages and features, the “Site”);
- The content, communication, and other services offered, published, distributed, transmitted or provided by Company on or through the Site (collectively, the “Services”).
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING THE SITE OR THE SERVICES BECAUSE IT CONSTITUTES A LEGALLY BINDING CONTRACT BETWEEN YOU AND COMPANY THAT APPLIES TO EACH AND EVERY SITE AND SERVICE, EVEN IF YOU ONLY VISIT, ACCESS, REGISTER WITH OR USE ONLY ONE SITE OR SERVICE. THIS INCLUDES THE “DISPUTE RESOLUTION” CLAUSE CONTAINED IN THIS AGREEMENT, WHICH PROVIDES FOR, AMONG OTHER THINGS, BINDING ARBITRATION AND WAIVERS OF JURY TRIALS AND CLASS ACTIONS.
YOU ARE AUTOMATICALLY ACCEPTING AND AGREEING TO THE MOST-RECENT VERSION OF THIS AGREEMENT WHENEVER YOU CREATE, REGISTER WITH OR LOG INTO AN ACCOUNT ON OR THROUGH THE SITE. SIMILARLY, YOU ARE AUTOMATICALLY ACCEPTING AND AGREEING TO THE MOST-RECENT VERSION OF THIS AGREEMENT WHENEVER YOU VISIT, ACCESS, REGISTER WITH, SUBSCRIBE TO OR USE THE SITE OR THE SERVICES; AND YOUR CONTINUING VISIT, ACCESS, REGISTRATION WITH, SUBSCRIPTION TO OR USE OF ANY OF THE FORGOING REAFFIRMS YOUR ACCEPTANCE AND AGREEMENT IN EACH INSTANCE.
IF YOU DO NOT ACCEPT AND AGREE TO THIS AGREEMENT IN ITS ENTIRETY, THEN YOU ARE STRICTLY PROHIBITED FROM VISITING, ACCESSING, REGISTERING WITH, SUBSCRIBING TO OR USING THE SITE OR THE SERVICES.
COMPANY MAY SUPPLEMENT, AMEND OR OTHERWISE MODIFY THIS AGREEMENT AT ANY TIME. SUCH MODIFICATIONS WILL BE POSTED ON THIS OR ANOTHER PAGE OF THE SITE, EMAILED TO THE EMAIL ADDRESS ASSOCIATED WITH YOUR USER ACCOUNT (DEFINED BELOW) OR POSTED TO YOUR USER ACCOUNT, AS APPLICABLE AND AS COMPANY DEEMS APPROPRIATE IN ITS SOLE DISCRETION, AND SHALL BE DEEMED EFFECTIVE AS OF THEIR STATED EFFECTIVE OR MODIFICATION DATE. IT IS YOUR RESPONSIBILITY TO CAREFULLY REVIEW THIS AGREEMENT AND YOUR USER ACCOUNT EACH TIME YOU VISIT, ACCESS, REGISTER WITH, SUBSCRIBE TO OR USE THE SITE OR THE SERVICES.
The Site and the Services are offered in the continental United States only to users eighteen (18) years of age or older, or otherwise the age of majority in their respective jurisdictions, and who have accepted this Agreement. By visiting, accessing, registering with, subscribing to or using the Site or the Services, you represent and warrant to Company that you meet these eligibility requirements. You agree to comply with all applicable laws for visiting, accessing, registering with, subscribing to and using the Site and the Services, and for purchasing and using any products or services on or through the Site, and you may only use them for lawful purposes. Company controls and operates the Services from within the United States. If you access the Services from a computer located outside the United States, you are responsible for ensuring compliance with any local laws and regulations. No part of the Services or output generated by it may be exported or re-exported into (or to a national or resident of) any country to which the United States embargoes goods, or to anyone on the US Treasury Department’s list of Specially Designated Nationals or the US Commerce Department’s Table of Denial Orders.
3. User Account.
- Registration. To secure the right to access and use certain pages or features of the Site and Services, you may be required to register with and create a personal user account with Company through the Site (“User Account”), including agreement to any additional terms, conditions and policies that Company may require from time-to-time. As part of the registration or subscription process, you may be required to satisfy certain conditions precedent imposed by Company (including, for example, providing additional information to Company, and entering into additional agreements with Company). Unless otherwise permitted by Company in writing, you may only have one (1) non-transferable User Account.
- User Account Activity and Information. You are responsible for all activity that occurs under your User Account and prohibited from authorizing or allowing any third party to access or use your User Account. Accordingly, you should take all steps necessary to protect and keep secret your User Account details and access information (including your login name and password). You should also maintain accurate, complete, and up-to-date information in your User Account (including, without limitation, maintaining a valid and current payment method and email address) because your failure to do so may result in your inability to access, use or receive all or any part of the Site and/or the Services and/or Company’s termination of this Agreement. For the sake of security, you must immediately notify Company if you suspect that a third party has gained access to or is making any use of your User Account without authorization. For the avoidance of doubt, Company has the unencumbered right to access and use, and to allow its agents, employees, representatives, contractors and vendors to access and use, the information in your User Account to facilitate the exercise and performance of Company’s rights and obligations under this Agreement, the operation of the Site and/or any other the rights, obligations, operations and services related to the subject matter of this Agreement (including, without limitation, payments, and communications).
4. Your Devices.
Certain portions of the Site or the Services may be configured for, and Company may offer the Site or the Services through, certain computers, tablets, smart phones or other electronic devices (“Device(s)”). This Agreement shall apply with equal force and measure to your visit, access, registration with, subscription to and use of the Site and/or the Services through such Devices. You are responsible for obtaining and updating the Device, software, operating system, carrier and network access necessary to properly visit, access, register with and use the Site or the Services. Company does not guarantee that the Site, the Services, or any portions thereof will function on or in connection with any particular Device, software, operating system, carrier or network. Your use through certain Devices may incur charges and be subject to other terms from Company, which charges and other terms will be provided to you via separate terms and conditions for the applicable Device. For instance, all terms and conditions applicable to your use and download of the Deloren application may be found here. If you visit, access, register with, subscribe to or use the Site or the Services through a particular Device, then you hereby acknowledge and agree that information about your use of the Site or the Services through that Device or its carrier or network (such as, by way of example only, the identity of your Device, or your Device’s carrier or network) may be communicated to Company and/or certain third parties (such as, by way of example only, your Device’s carrier or network). ALL OR ANY PART OF THE VOICE, MESSAGE, DATA, AND OTHER FEES, RATES, CHARGES AND TAXES OF YOUR DEVICE’S CARRIER OR NETWORK, OR ANOTHER THIRD PARTY, MAY APPLY TO YOUR VISIT, ACCESS, REGISTRATION WITH, SUBSCRIPTION TO AND/OR USE OF THE SITE AND/OR THE SERVICES. COMPANY IS NOT RESPONSIBLE FOR, AND YOU FURTHER ACCEPT FULL RESPONSIBILITY FOR, ALL DEVICE CARRIER AND NETWORK FEES, RATES, CHARGES AND TAXES WHICH MAY APPLY, IF ANY.
The Site, the Services and all elements and derivatives of the foregoing (including, without limitation, all content, information, source codes, object codes, data and documentation), as well as all copyrights, trademarks, trade secrets and other intellectual properties of the foregoing, are owned, licensed or permissibly used by Company. In no event shall you have or retain any rights, titles or interests in or to the foregoing other than those limited rights expressly granted to you under this Agreement. No rights or permissions granted to you under this Agreement are coupled with an interest. Nothing contained in this Agreement shall be construed as a waiver or limitation of Company’s or its licensors’ respective rights and remedies under applicable law.
6. Rights, Permissions, and Consents.
- License of the Site. Subject to the terms and conditions of this Agreement, and any associated payment and registration obligations as imposed by or with the prior consent of Company, Company grants you a limited, non-exclusive, personal, freely-revocable, non-transferable and non-sub-licensable license to access and use the Services through the Site, for your personal, non-commercial use, with such use being limited to the jurisdiction in the continental United States in which you have established your User Account, and with such use being further limited to those geographic areas where Company offers the applicable Services.
- License of the Services. Subject to the terms and conditions of this Agreement, and any associated payment and registration obligations as imposed by or with the prior consent of Company, Company grants you a limited, non-exclusive, personal, freely-revocable, non-transferable and non-sub-licensable license to access and use the Services through the Site, for your personal, non-commercial use, with such use being limited to the jurisdiction in the continental United States in which you have established your User Account, and with such use being further limited to those geographic areas where Company offers the applicable Services.
- Ownership. Unless otherwise indicated, the Site and Services are Company’s proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, graphics, and other content on or available through the Site or Services is Company’s property. For the avoidance of doubt, the foregoing licenses do not grant you any ownership interest, or any right to reproduce (other than Company-permitted downloads), publicly perform, publicly display, distribute, transmit or create derivatives of the Site, Services, or any elements or derivatives thereof (including, without limitation, or any data or content found thereon or therein, in whole or in part), and you are prohibited from engaging in any such activities. For the further avoidance of doubt, Company may, from time-to-time, conduct certain audit, repair, modification and/or testing activities in relation to the Site and/or the Services for purposes of developing, improving, researching, troubleshooting, repairing and/or otherwise modifying the foregoing; and Company reserves the right, but not the obligation, to perform such activities without notice to you, and to exclude you from those activities without notice to you. In the event of the termination of this Agreement, the termination or cancellation of your User Account, or your sale or otherwise transfer to a third party of a Device containing any downloads from the Services, whichever is earlier, you must remove from all of your Devices all downloads from the Services to those Devices upon such termination or cancellation or before the time of such sale or other transfer.
- License of User Materials. All data, information, communications, and any other content that you submit to or publish on or through the Site is hereinafter defined as the “User Materials.” You hereby grant Company an irrevocable, non-exclusive, royalty-free, fully-paid, transferable, sub-licensable, perpetual, and universe-wide license for Company to host, store, cache, reproduce, transmit, distribute, sell, resell, license, sublicense, market, modify, adapt, create derivative works, communicate, publish, syndicate, publicly perform, publicly display, archive and otherwise use and exploit all or any part of such User Materials and any elements and derivatives thereof in any manner, medium or form, whether now known or hereinafter devised, as Company sees fit in its sole discretion. This includes, and Company hereby notifies You, that Company may use your User Materials to train Company’s machine learning models, which may in turn be licensed or otherwise made available to other customers. You retain full ownership of all your User Materials.
- User Materials. Company shall not be liable for any statements or representations in your User Materials. You are solely responsible for your User Materials, and you expressly agree to exonerate Company from any and all responsibility, and to refrain from any legal action against Company regarding your User Materials. Company retains the right, in its sole and absolute discretion, (1) to edit, redact, or otherwise change any User Materials; (2) to re-categorize any User Materials to place them in more appropriate locations on the Site; and (3) to pre-screen or delete any User Materials at any time and for any reason, without notice. Company has no obligation to monitor your User Materials.
YOU SHALL NOT, AND HEREBY AGREE TO REFRAIN FROM, UPLOADING, SUBMITTING, OR OTHERWISE TRANSMITTING THE PERSONALLY IDENTIFIABLE INFORMATION OF ANY THIRD PARTY ON OR THROUGH THE SITE OR SERVICES. DOING SO SHALL CONSTITUTE A BREACH OF THIS AGREEMENT BY YOU, AND COMPANY SHALL HAVE THE RIGHT TO REJECT USER MATERIALS CONTAINING SUCH INFORMATION IN WHOLE OR IN PART.
- Reservation of Rights. Nothing in this Agreement shall restrict or limit Company’s rights, titles or interests in or to the Site, the User Materials, or any elements or derivatives of the foregoing.
- Warnings; Disclaimers. PLEASE NOTE THAT THE USER MATERIALS MIGHT BECOME THE SUBJECT OF PUBLIC DISCLOSURE. THUS, COMPANY IS NOT RESPONSIBLE FOR, AND EXPRESSLY DISCLAIMS ANY LIABILITY ARISING FROM OR IN CONNECTION WITH, ITS USE OF ANY USER MATERIALS IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT.
7. Suspension or Termination of Service.
Company has the right, but not the obligation, to suspend or terminate the function or existence of all or any part of the Site, the Services, and/or your User Account at any time, and without notice or recourse, as Company deems advisable in its sole discretion. COMPANY SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY(S) FOR ANY LOSS OR DAMAGE THAT IS CAUSED BY OR ARISES FROM OR IN CONNECTION WITH ANY SUCH SUSPENSIONS OR TERMINATIONS (INCLUDING, WITHOUT LIMITATION AND BY WAY OF EXAMPLE ONLY, REFUNDS, LOST PROFITS, LOST OPPORTUNITIES, MONETARY DAMAGES, DISRUPTION IN OR LOSS OF SERVICE OR LOSS OF CONTENT).
- Payment Authorization. IF YOU PROVIDE COMPANY WITH YOUR PAYMENT INFORMATION, THEN YOU AUTHORIZE COMPANY TO DO THE FOLLOWING AS COMPANY DEEMS NECESSARY, ALTHOUGH COMPANY HAS NO OBLIGATION TO DO SO: (A) SHARE YOUR PAYMENT INFORMATION WITH COMPANY’S THIRD-PARTY VENDOR(S); (B) OBTAIN YOUR UPDATED PAYMENT INFORMATION FROM YOUR PAYMENT ISSUER, COMPANY’S THIRD-PARTY PAYMENT PROCESSING VENDOR(S) AND/OR APPLICABLE THIRD-PARTY PROVIDERS; AND (C) USE YOUR PAYMENT INFORMATION TO CHARGE PAYMENTS THAT ACCRUE UNDER YOUR ACCOUNT(S) WITH COMPANY IN ACCORDANCE WITH THIS AGREEMENT.
- Payment Obligations. You agree that you are responsible for the payment of all amounts that accrue under your account with Company, our third-party payment processing vendor(s), and/or any other third-party providers on, through or in relation to the Site. You also agree to be responsible for all payments, fines, penalties and other liabilities incurred by any such person or entity that arises out of or relates to payments that you authorize or accept on or through the, including, without limitation, all fees, penalties, taxes and duties; and to be responsible for all expenses (including costs and reasonable outside attorney fees) and interest incurred by any such person or entity to collect any overdue amounts. Company reserves the right to correct any errors or mistakes in pricing, at any time. Company also reserves the right to refuse any order placed through the Site.
- Waiver of Claims; Unauthorized Payments. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE TO WAIVE ALL CLAIMS AGAINST COMPANY AND ITS AFFILIATES RELATED TO ANY UNAUTHORIZED PAYMENTS MADE ON OR THROUGH YOUR ACCOUNT(S) WITH COMPANY, COMPANY’S THIRD-PARTY VENDOR(S), ANY OTHER THIRD-PARTY PROVIDERS AND/OR ANY OTHER PERSON OR ENTITY, REGARDLESS OF WHETHER THEY ARE AUTHORIZED OR UNAUTHORIZED.
- Accurate Payment Information. You represent and warrant to Company that any payment information you provide on or through the Site is current, complete, and accurate; and that you will promptly notify Company and/or update your User Account if your payment information has changed (such as a change in address or expiration date), if your payment method has been canceled, or if you become aware of a breach of security.
- No Refunds. All sales and payments made on, through or regarding the Site and/or your User Account are final, irrevocable, and not subject to or eligible for refund or return, in whole or in part, unless otherwise expressly stated in this Agreement.
- Refusal of Products and Services. Company has the right, but not the obligation, to refuse any and all of its products and services to you (including, without limitation, the Services) if it suspects that you are in any way involved in fraudulent or illegal activity (including, without limitation, the use of stolen credit cards). Company may contact your payment method issuer, law enforcement or others and share information relating to your payments if Company believes doing so will prevent a violation of the law or financial loss.
9. Electronic Communications.
- Express Consent.
YOU HEREBY EXPRESSLY CONSENT TO COMPANY AND ITS AFFILIATED COMPANIES SENDING OR OTHERWISE COMMUNICATING WITH YOU FOR ANY PURPOSE (INCLUDING, WITHOUT LIMITATION, FOR ADVERTISING, TELEMARKETING, OR OTHER MARKETING OR PROMOTIONAL PURPOSES, OR FOR SENDING OR NOTIFYING YOU ABOUT SPECIAL OFFERS, UPDATES, NEWSLETTERS OR OTHER INFORMATIONAL PURPOSES) VIA ANY ELECTRONIC MEANS OR FORMS AS COMPANY DEEMS APPROPRIATE IN ITS SOLE DISCRETION, WHETHER THROUGH THE SITE, THROUGH YOUR USER ACCOUNT, BY PERSONAL COMMUNICATION, BY EMAIL, BY AUTOMATIC TELEPHONE DIALING SYSTEM, BY ARTIFICIAL OR PRERECORDED VOICE, BY ONLINE SOCIAL MEDIA, BY TEXT MESSAGE (E.G., SHORT MESSAGE SERVICE A/K/A SMS, AND MULTIMEDIA MESSAGING SERVICE A/K/A MMS) OR BY OTHER ELECTRONIC MEDIA MEANS OR FORMS. BY GIVING SUCH CONSENT, YOU AGREE THAT NO SUCH COMMUNICATION SHALL VIOLATE THE TELEPHONE CONSUMER PROTECTION ACT, THE CAN-SPAM ACT, OR ANY OTHER APPLICABLE LAWS, RULES, OR REGULATIONS. VOICE, MESSAGE, AND DATA FEES, RATES, CHARGES AND/OR TAXES MAY APPLY TO YOU, AND YOU ARE RESPONSIBLE FOR PAYMENT OF THE SAME. YOU ARE NOT REQUIRED TO GRANT THE FOREGOING CONSENT AS A CONDITION FOR PURCHASE OR LICENSE OF ANY OTHER COMPANY PRODUCTS OR SERVICES.
- Email Opt-Out. You may opt-out of receiving any emails at any time by following the opt-out instructions in any such emails you have received and would like to opt-out of. You acknowledge that opting out of receiving any such communications may impact your receipt, the success, and/or the performance of all or any part of the Site, the Services, your User Account, Company’s other products or services, and/or your ability to receive certain messages and/or notifications from Company.
Company does not accept unsolicited materials or ideas for content, and you acknowledge and agree that neither Company nor any of Company’s content providers are responsible or liable for the similarity of any information or content made available on or through the Site and/or the Services.
11. Prohibited Activities by User and Equitable Remedies for the Company.
- Prohibited Activities by User.
You shall not engage in any of the following activities at any time with respect to the Site or the Services: (a) the impersonation of any person or entity; (b) any act that infringes or otherwise violates the intellectual property, privacy or publicity rights of any person or entity (including, without limitation, the copyrights, trademarks, patents, and trade secrets held by Company or its licensors with respect to the Site or the Services); (c) the reproduction of the Site or the Services or any information or content found thereon or therein, in whole or in part, or the creation of any derivatives works of the foregoing (unless expressly authorized by Company herein); (d) the publication of any content that is objectionable or illegal (including, without limitation, content that is indecent, obscene, infringing, an invasion of privacy, defamatory, disparaging, false, deceptive, misleading, untruthful, fraudulent, threatening or abusive); (e) the publication of a person’s or entity’s personal information or private facts without his/her/its prior written consent; (f) the publication of any machine, computer or randomly generated content; (g) supplying or publishing any information or statements to or through the Site that is false, misleading, deceptive or incorrect; (h) any act intended or designed to drive traffic to or boost the search rankings of third-party websites, networks, platforms, servers or applications; (i) the systematic retrieval or copying of any information or content found on or through the Site, or their servers to directly or indirectly create or compile, in whole or in part, a collection, compilation, database or directory; (j) the use of any software, program, process, device, application or routine (including, by way of example only, robots, scrapers, spiders, viruses, spyware and malware) to monitor, copy, disrupt, damage, injure, interfere with or impermissibly access, in whole or in part, the Site or its servers; (k) any act that involves or concerns decrypting, security bypassing or circumventing, hacking, data mining, data scraping, data harvesting, reverse engineering, decompiling, disassembling, attempting to derive source code, modifying, copying or the like in relation to the Site or its servers; (l) any act that overloads, unreasonably disrupts, or unreasonably interferes with the infrastructure of the Site or its servers; (m) any act that gains or attempt to gain unauthorized access to computer systems, networks, information or materials through the Site or its servers; or (n) any other act that Company becomes aware of and believes in good faith is improper, illegal or harmful to the Site, its servers, or any person, entity or property.
- Equitable Remedies for the Company. You acknowledge and agree that a breach or threatened breach any of its obligations under this Agreement (including participating in prohibited activities) would give rise to irreparable harm to Company for which monetary damages would not be an adequate remedy, Company will, in addition to any and all other rights and remedies that may be available to Company at law, at equity, or otherwise in respect of such breach, be entitled to equitable relief, including a temporary restraining order, an injunction, specific performance and any other relief that may be available from a court of competent jurisdiction, without any requirement to (i) post a bond or other security, or (ii) prove actual damages or that monetary damages will not afford an adequate remedy. You agree that You will not oppose or otherwise challenge the appropriateness of equitable relief or the entry by a court of competent jurisdiction of an order granting equitable relief.
12. Links to Other Sites, Apps, Networks, Platforms, and Servers.
- Linked Technologies. The Site, the Services and/or any communications sent through or as a function thereof may contain links to third-party websites, networks, platforms, servers and/or applications, and, similarly, third-party websites, networks, platforms, servers and/or applications may contain links to the Site and/or the Services (collectively, “Linked Technologies”). The Linked Technologies are not under the control of Company. The Site, the Services and any such communications contain the outgoing links as a convenience to you, if for any purpose. YOU SHOULD REVIEW ANY APPLICABLE PRIVACY POLICIES AND TERMS OF SERVICE PUBLISHED THROUGH THE LINKED TECHNOLOGIES.
13. Take Down.
Company reserves the right, but not the obligation, to take down or otherwise exclude from the Site, without notice or recourse, any communications, names, photographs, information and/or content made or submitted by you or others on or through the Site which Company believes at any time and in its sole discretion to be infringing or otherwise in violation of the proprietary, privacy or publicity rights of any person or entity; plagiarizing; defamatory; disparaging; embarrassing towards any person or entity; disclosing of confidential, private or personal information about or belonging to any person or entity; profane; indecent; obscene; racist, sexist, or otherwise derogatory in terms of race, nationality, religion, gender, gender identification, sexual orientation or otherwise; threatening; abusive; illegal; false; misleading; deceptive; inciting violence; hate speech; and/or a political attack on a group or individual.
14. User Representations, Warranties, and Covenants.
You represent, warrant and covenant to Company that: (a) you are a natural person and of eighteen (18) years of age or older, or otherwise the age of majority in your jurisdiction; (b) you have read and understand this Agreement in its entirety; (c) you have the full right and authority to enter into and abide by the terms and conditions of this Agreement; (d) you understand and acknowledge that by accepting this Agreement you are giving up certain legal rights and remedies; (e) you voluntarily accept and agree to, and will fully comply with, the terms and conditions of this Agreement; (f) you will not violate any applicable international, federal, state or local laws which may concern the Site, the Services or any information, communications or content found on or through them; (g) you are the exclusive owner of all rights, titles and interests in and to the User Materials (including, without limitation, all copyrights, trademarks, patents, trade secrets, rights of publicity and rights of privacy) and/or, if applicable, have secured all necessary rights and permissions from all subjects depicted in, and all persons and entities who contributed to, the User Materials to allow for your performance and grant of rights hereunder; (h) the User Materials are wholly original to you; (i) the User Materials do not and will not infringe upon or otherwise violate the proprietary, publicity or privacy rights of any person or entity; (j) the User Materials do not and will not defame, disparage, embarrass or disclose confidential, private or personal information about or belonging to any person or entity; (k) nothing contained in the User Materials is or will be, or contains or will contain, links to material that is, profane, indecent, obscene, threatening, abusive, illegal, false, misleading or any form of spam, malware, virus, bug, bot, spyware or other malicious or tracking technology; (l) Company is not required to seek the permission of or compensate any third party(s) to exercise any of the rights granted by you under this Agreement; (m) no obligation, disability, agreement or adverse claim exists that may restrict your performance or grant of rights hereunder; (n) all information you provide to Company in connection with your access or use of the Site and the Services is truthful, accurate, current, and complete; (o) you are not listed on any United States government list of prohibited or restricted parties; (p) you will not access the Site through automated or non-human means, whether through a bot, script or otherwise.
15. Disclaimers and Limitations.
- General Disclaimer. YOUR VISIT, ACCESS, REGISTRATION WITH OR USE OF THE SITE AND/OR ANY PRODUCTS OR SERVICES MADE AVAILABLE TO YOU ON OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, THE SERVICES) IN ANY WAY IS DONE AT YOUR OWN RISK. THE SITE, THE SERVICES, THE SUCCESS OR PERFORMANCE OF THE SITE OR THE SERVICES AND ALL INFORMATION, COMMUNICATIONS, CONTENT, FEATURES, PRODUCTS AND SERVICES OFFERED, SOLD, LICENSED OR MADE AVAILABLE ON, THROUGH OR IN RELATION TO THE SITE OR THE SERVICES ARE PROVIDED TO YOU ON AN “AS IS,” “WHERE IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS. COMPANY DOES NOT MAKE, NOR HAS COMPANY MADE, ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND OR NATURE (WHETHER DIRECT OR INDIRECT, ORAL OR WRITTEN OR EXPRESS OR IMPLIED) TO YOU WITH RESPECT TO THE SITE, THE SERVICES, ANY SUCH INFORMATION, COMMUNICATIONS, CONTENT, FEATURES, PRODUCTS OR SERVICES OR THEIR SUCCESS, PERFORMANCE, FUNCTIONALITY, RELIABILITY OR SAFETY. COMPANY EXPRESSLY DISCLAIMS ANY AND ALL EXPRESS WARRANTIES, IMPLIED WARRANTIES (INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, GOOD FAITH AND FAIR DEALING, TITLE, NON-INFRINGEMENT, QUALITY, ACCURACY, RELIABILITY AND PERFORMANCE) AND WARRANTIES ARISING FROM CONDUCT, COURSE OF DEALING, CUSTOM AND USAGE IN TRADE WITH RESPECT TO THE SITE, THE SERVICES, ANY SUCH INFORMATION, COMMUNICATIONS, CONTENT, FEATURES, PRODUCTS AND SERVICES AND THEIR SUCCESS, PERFORMANCE, FUNCTIONALITY, RELIABILITY AND SAFETY. COMPANY DOES NOT MAKE, NOR HAS COMPANY MADE, ANY AFFIRMATION OF FACT, PROMISE OR WARRANTY (EXPRESS, IMPLIED OR OTHERWISE) RELATING TO THE SITE, THE SERVICES, ANY SUCH INFORMATION, COMMUNICATIONS, CONTENT, FEATURES, PRODUCTS OR SERVICES OR THEIR SUCCESS, PERFORMANCE, FUNCTIONALITY, RELIABILITY OR SAFETY THAT EXTENDS BEYOND THE FACE OF THIS AGREEMENT OR THAT HAS BECOME ANY BASIS OF ANY BARGAIN.
- Disclaimer About Products and Services. ALL DESCRIPTIONS, IMAGES, REFERENCES, FEATURES, CONTENT, SPECIFICATIONS, PRODUCTS AND PRICES OF ANY PRODUCTS OR SERVICES OFFERED ON OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, THE SERVICES) ARE SUBJECT TO CHANGE AT ANY TIME AND WITHOUT NOTICE TO YOU. CERTAIN DESCRIPTIONS ARE APPROXIMATE AND ARE PROVIDED FOR CONVENIENCE PURPOSES ONLY. THE INCLUSION OF ANY PRODUCTS OR SERVICES ON OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, THE SERVICES) DOES NOT IMPLY OR WARRANT THAT THEY ARE OR WILL BE AVAILABLE. IT IS YOUR RESPONSIBILITY TO ASCERTAIN AND OBEY ALL APPLICABLE LOCAL, STATE, FEDERAL AND INTERNATIONAL LAWS (INCLUDING MINIMUM AGE REQUIREMENTS) IN REGARD TO THE RECEIPT, POSSESSION, USE AND SALE OF ANY PRODUCT OR SERVICE ORDERED OR PURCHASED ON OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, THE SERVICES). COMPANY RESERVES THE RIGHT, WITH OR WITHOUT PRIOR NOTICE TO YOU, TO DO ANY ONE OR MORE OF THE FOLLOWING: (I) LIMIT THE AVAILABLE QUANTITY OF OR DISCONTINUE ANY SUCH PRODUCT OR SERVICE; (II) IMPOSE CONDITIONS ON THE HONORING OF ANY COUPON, COUPON CODE, PROMOTIONAL CODE OR OTHER SIMILAR PROMOTION; (III) BAR YOU FROM MAKING OR COMPLETING ANY TRANSACTIONS ON OR THROUGH THE SITE; AND (IV) REFUSE TO PROVIDE YOU WITH ANY SUCH PRODUCT OR SERVICE.
- Disclaimer About System Delays. YOU UNDERSTAND AND ACKNOWLEDGE THAT THE SITE AND/OR THE SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF THIRD-PARTY COMMUNICATION NETWORKS AND FACILITIES THAT ARE OUTSIDE OF COMPANY’S CONTROL. ACCORDINGLY, COMPANY SHALL NOT BE RESPONSIBLE FOR, AND EXPRESSLY DISCLAIMS, ANY DELAYS, FAILURES, LOSSES, INJURIES, LIABILITIES OR DAMAGES ASSOCIATED WITH THE SITE AND/OR THE SERVICES WHICH RESULT FROM ANY SYSTEM DELAYS, DOWNTIMES, INTERRUPTIONS OR OTHER FAILURES OF OR PROBLEMS WITH THE SITE AND/OR THE SERVICES WHICH ARE OUTSIDE OF COMPANY’S CONTROL (INCLUDING, WITHOUT LIMITATION, SCHEDULED MAINTENANCE OR NETWORK FAILURE).
- Disclaimer About Certain Information, Communications and Content. ANY OPINIONS, ADVICE, REVIEWS, STATEMENTS, OFFERS OR OTHER INFORMATION, COMMUNICATIONS OR CONTENT FOUND ON, THROUGH OR IN RELATION TO COMPANY, THE SITE, THE SERVICES OR ANY THIRD-PARTY PROVIDERS (INCLUDING, WITHOUT LIMITATION, ADVERTISEMENTS, AND SOCIAL MEDIA PAGES) ARE THOSE OF THEIR RESPECTIVE AUTHORS, AND NOT NECESSARILY THOSE OF COMPANY; THUS, THEY SHOULD NOT NECESSARILY BE RELIED UPON. SUCH AUTHORS ARE SOLELY RESPONSIBLE FOR THE ACCURACY OF SUCH INFORMATION, COMMUNICATIONS OR CONTENT. COMPANY DOES NOT GUARANTEE, ADOPT OR ENDORSE THE ACCURACY, COMPLETENESS, RELIABILITY OR USEFULNESS OF ANY SUCH INFORMATION, COMMUNICATIONS OR CONTENT, EVEN IF COMPANY IS THE AUTHOR. COMPANY IS NOT RESPONSIBLE FOR THE ACCURACY, COMPLETENESS, RELIABILITY OR USEFULNESS OF ANY SUCH INFORMATION, COMMUNICATIONS OR CONTENT. UNDER NO CIRCUMSTANCES SHALL COMPANY BE LIABLE TO YOU OR ANY THIRD PARTIES FOR ANY LOSS OR DAMAGE CAUSED BY OR ARISING FROM OR IN CONNECTION WITH YOUR RELIANCE ON ANY SUCH INFORMATION, COMMUNICATIONS OR CONTENT.
- Limitation of Liability. IN NO EVENT SHALL COMPANY OR ANY OF COMPANY’S OFFICERS, DIRECTORS, MEMBERS, MANAGERS, OWNERS, PARTNERS, AGENTS, EMPLOYEES, REPRESENTATIVES, PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, TRUSTEES, ASSIGNS, TRANSFEREES, CONTRACTORS, VENDORS OR LICENSEES BE HELD LIABLE TO (OR BE OBLIGATED TO INDEMNIFY) YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LEGAL COSTS, ATTORNEY FEES, LOST PROFITS, REPLACEMENT COSTS OR REPAIR COSTS) CAUSED BY OR ARISING FROM OR IN CONNECTION WITH: (I) YOUR VISIT, ACCESS, REGISTRATION WITH OR USE OF THE SITE OR THE SERVICES, OR YOUR INABILITY TO VISIT, ACCESS OR USE THE SITE OR THE SERVICES; (II) ANY PRODUCTS OR SERVICES MADE AVAILABLE ON OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, THE SERVICES); (III) ANY STATEMENTS, CONTENT OR CONDUCT OF ANY THIRD PARTY ON, THROUGH OR IN RELATION TO THE SITE OR ANY SUCH PRODUCTS OR SERVICES; (IV) ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR PERSONAL INFORMATION; (V) ANY HACKING, DENIAL OF SERVICE ATTACKS, DATA SECURITY BREACHES OR OTHER THIRD-PARTY CONDUCT THAT MAY LEAD TO A COMPROMISE OF YOUR PERSONAL INFORMATION OR DAMAGE TO YOUR DEVICE(S), SOFTWARE, OPERATING SYSTEM(S), FILE(S), CARRIER(S), NETWORK(S) OR USER ACCOUNT; (VI) ANY TRANSMISSION, DOWNLOAD OR INFECTION OF ANY SOFTWARE, SYSTEM, PROGRAM, FILE, PROCESS, DEVICE, APPLICATION OR ROUTINE (INCLUDING, WITHOUT LIMITATION AND BY WAY OF EXAMPLE ONLY, ROBOTS, SCRAPERS, SPIDERS, VIRUSES, SPYWARE AND MALWARE) THAT MAY LEAD TO A COMPROMISE OF YOUR PERSONAL INFORMATION OR DAMAGE TO YOUR DEVICE(S), SOFTWARE, OPERATING SYSTEM(S), FILE(S), CARRIER(S), NETWORK(S) OR USER ACCOUNT; (VII) THE FACT THAT YOU HAVE RELIED ON ANY INFORMATION, CONTENT OR COMMUNICATIONS PUBLISHED ON, THROUGH OR IN RELATION TO THE SITE OR ANY SUCH PRODUCTS OR SERVICES; OR (VIII) ANY ACTS, ERRORS OR OMISSIONS OF ANY THIRD-PARTY PROVIDERS. IF YOU ARE DISSATISFIED WITH THE SITE OR ANY PRODUCTS OR SERVICES OFFERED, SOLD, LICENSED OR MADE AVAILABLE ON, THROUGH OR IN RELATION TO THE SITE (INCLUDING, WITHOUT LIMITATION, THE SERVICES), THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE YOUR ACCESS AND USE OF THE SITE AND SUCH PRODUCTS AND SERVICES.
- No Injunctive Relief Against Company. IF COMPANY BREACHES OR OTHERWISE VIOLATES THIS AGREEMENT, THEN YOU SHALL NOT BE ENTITLED TO SEEK OR OBTAIN, AND YOU DO HEREBY WAIVE, ANY TYPE OF INJUNCTIVE RELIEF AGAINST THE COMPANY, THE SITE AND/OR ANY PRODUCTS OR SERVICES MADE AVAILABLE ON OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, THE SERVICES) AS A RESULT OF SUCH BREACH OR OTHER VIOLATION. FOR THE AVOIDANCE OF DOUBT, THE FOREGOING LIMITATION ON INJUNCTIVE RELIEF DOES NOT LIMIT YOUR ABILITY TO SEEK OR RECOVER ANY MONETARY REMEDIES AUTHORIZED BY LAW IN THE EVENT OF ANY SUCH BREACH OR OTHER VIOLATION (EXCEPT FOR THOSE WHICH ARE OTHERWISE EXPRESSLY PRECLUDED BY THIS AGREEMENT).
- Limitation of Remedies. IF COMPANY BREACHES OR OTHERWISE VIOLATES THIS AGREEMENT, THEN IN NO EVENT SHALL YOU BE ENTITLED TO RECOVER ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, SPECULATIVE OR PUNITIVE DAMAGES ARISING OUT OF OR IN RELATION TO SUCH BREACH OR OTHER VIOLATION, EVEN IF COMPANY HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES; AND IN NO EVENT SHALL COMPANY’S LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNT ACTUALLY PAID AND/OR PAYABLE BY YOU UNDER THIS AGREEMENT WITHIN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF SUCH BREACH OR OTHER VIOLATION OF THIS AGREEMENT.
- Consumer Protections. The disclaimers and limitations set forth in this Agreement are not intended to limit liability or alter your rights as a consumer that cannot be limited or altered under applicable law.
16. General Release of Claims.
YOU HEREBY RELEASE AND HOLD HARMLESS COMPANY AND COMPANY’S OFFICERS, DIRECTORS, MEMBERS, MANAGERS, OWNERS, PARTNERS, AGENTS, EMPLOYEES, REPRESENTATIVES, PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, TRUSTEES, ASSIGNS, TRANSFEREES, CONTRACTORS, VENDORS AND LICENSEES FROM AND AGAINST ALL CLAIMS THAT YOU HAVE OR MAY HAV DEFAMATION, DISPARAGEMENT, PERSONAL INJURY, PROPERTY DAMAGE, NEGLIGENCE AND/OR ANY OTHER LEGAL THEORY ARISING FROM OR IN CONNECTION WITH THE SITE, THE PRODUCTS OR SERVICES MADE AVAILABLE ON OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, THE SERVICES) AND/OR THE RIGHTS AND PRIVILEGES GRANTED OR CONVEYED BY YOU UNDER THIS AGREEMENT (INCLUDING, WITHOUT LIMITATION, THOSE RIGHTS AND PRIVILEGES RELATING TO THE USER MATERIALS AND/OR ANY ELEMENTS, DERIVATIVES OR MARKETING OF THE FOREGOING). FURTHER, YOU WAIVE YOUR RIGHT TO, AND IN NO EVENT SHALL YOU SEEK TO, ENJOIN COMPANY, ANY OF COMPANY’S OFFICERS, DIRECTORS, MEMBERS, MANAGERS, OWNERS, PARTNERS, AGENTS, EMPLOYEES, REPRESENTATIVES, PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, TRUSTEES, ASSIGNS, TRANSFEREES, CONTRACTORS, VENDORS OR LICENSEES OR ANY EXERCISE OF THE RIGHTS OR PRIVILEGES GRANTED OR CONVEYED BY YOU UNDER THIS AGREEMENT (INCLUDING, WITHOUT LIMITATION, THE USER MATERIALS)
YOU HEREBY AGREE TO INDEMNIFY, RELEASE AND HOLD HARMLESS COMPANY AND COMPANY’S OFFICERS, DIRECTORS, MEMBERS, MANAGERS, OWNERS, PARTNERS, AGENTS, EMPLOYEES, REPRESENTATIVES, PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, TRUSTEES, ASSIGNS, TRANSFEREES, CONTRACTORS, VENDORS AND LICENSEES FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, SUITS, DEMANDS, ACTIONS, JUDGMENTS, LOSSES, DAMAGES, FINES, PENALTIES AND EXPENSES (INCLUDING COSTS AND REASONABLE OUTSIDE ATTORNEYS’ FEES) INCURRED BY SUCH INDEMNITEES, OR ASSERTED AGAINST SUCH INDEMNITEES BY THIRD PARTIES, ARISING OUT OF OR IN CONNECTION WITH (A) YOUR ACTS, ERRORS OR OMISSIONS, (B) YOUR USE OF THE SITE OR ANY PRODUCTS OR SERVICES MADE AVAILABLE ON OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, THE SERVICES) IN ANY MANNER CONTRARY TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, (C) YOUR VIOLATION OF THE RIGHTS OF OR OTHER INJURY TO ANY THIRD PARTY, AND/OR (D) YOUR BREACH OF ALL OR ANY PART OF THIS AGREEMENT.
18. Term; Termination; Survival.
This Agreement shall continue and remain in effect until it is terminated in accordance with the terms and conditions of this Agreement. Company may terminate this Agreement at any time, for any or no reason, and without notice to you (including, without limitation, if Company believes that you have violated or acted inconsistently with any term or condition of this Agreement). You may terminate this Agreement at any time and for any or no reason by ceasing use of the Site or Services, and cancelling your subscription with Company. If this Agreement is terminated for any reason, then all rights granted to you under this Agreement shall automatically revert back to Company, and the following shall survive in perpetuity: (a) all defined terms under this Agreement; (b) all rights and privileges under this Agreement which were granted to and/or accrued in favor of Company and/or any of Company’s officers, directors, members, managers, owners, partners, agents, employees, representatives, parents, subsidiaries, affiliates, successors, trustees, assigns, transferees, contractors, vendors or licensees as of the date of this Agreement’s termination; (c) all payments which accrued as of the date of termination; (d) all disclaimers, limitations of liability and limitations of remedies; and (e) all representations, warranties, covenants, certifications, releases, indemnifications and promises made by you under this Agreement.
19. Governing Law.
20. Dispute Resolution.
- Initial Procedure. It is Company’s goal that the Site meet your expectations and that you are satisfied. However, there may be instances when you have a problem or dispute that needs special attention. In those instances, Company is committed to working with you to reach a reasonable resolution that satisfies you; however, Company can only do this if it knows about and understands your issue. Therefore, for any problem or dispute that you may have with Company, you acknowledge and agree that you will first give Company an opportunity to resolve your problem or dispute. This includes you first sending a written description of your problem or dispute to DeLorean Motor Company, LLC., 907 Billy Mitchel BLVD, Suite 101, San Antonio , TX 78226. You then agree to negotiate with Company in good faith about your problem or dispute. This should lead to resolution, but if for some reason your problem or dispute is not resolved satisfactorily within sixty (60) days after Company’s receipt of your written description of it, you agree to the further dispute resolution provisions below.
- BINDING ARBITRATION; WAIVER. EACH PARTY HEREBY IRREVOCABLY AGREES TO AND SUBMITS ALL DISPUTES, CONTROVERSIES AND CLAIMS ARISING FROM OR CONCERNING THIS AGREEMENT, ANY ADDITIONAL TERMS, CONDITIONS, OR POLICIES REFERENCED IN THIS AGREEMENT, YOUR VISIT, ACCESS, REGISTRATION WITH OR USE OF THE SITE OR THE SERVICES, ANY TRANSACTIONS MADE ON OR THROUGH THE SITE OR THE SERVICES, AND/OR THE PARTIES’ RELATIONSHIP (WHETHER GROUNDED IN CONTRACT, TORT, STATUTE, LAW OR EQUITY) (COLLECTIVELY, THE “DISPUTE(S)”) TO BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION OR ITS SUCCESSOR (“AAA”) FOR THE RESOLUTION THEREOF, AND SUCH ARBITRATION SHALL BE THE SOLE AND EXCLUSIVE METHOD FOR RESOLVING THE DISPUTES. THE ARBITRATION SHALL BE BINDING, FINAL AND CONFIDENTIAL. EACH PARTY ACKNOWLEDGES AND AGREES THAT HE/SHE/IT IS WAIVING THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE AS THE MEMBER OF A CLASS IN ANY PURPORTED CLASS ACTION PROCEEDING.
- Arbitration Rules. The arbitration shall be conducted before a single arbitrator under the then-current AAA Arbitration Rules & Procedures (the “AAA Rules”), as supplemented by the Federal Rules of Civil Procedure and the Federal Rules of Evidence if and where applicable as a gap-filler. If there is any conflict between a provision of the AAA Rules, the Federal Rules of Civil Procedure, the Federal Rules of Evidence, or this Agreement, then the conflicting provision of this Agreement shall control and govern over the AAA Rules, the Federal Rules of Civil Procedure and the Federal Rules of Evidence; and the AAA Rules shall control and govern over the Federal Rules of Civil Procedure and the Federal Rules of Evidence. The construction, interpretation, and enforcement of these dispute resolution procedures are governed by the Federal Arbitration Act, 9 U.S.C. §§ 1 et seq.
- Arbitration Process, Location, and Procedures.The Party initiating the arbitration proceeding shall serve a written notice of arbitration on the other Party in accordance with the AAA Rules. The arbitration shall be held in The state of Delaware, in United States of America. The arbitration shall be conducted in the English language. The arbitrator shall be selected in accordance with the AAA Rules, unless otherwise agreed to by the parties to the arbitration. All issues or questions concerning either the scope of this arbitration clause or the arbitrability of any of the Disputes shall be referred to and finally decided by the arbitrator. The arbitrator may construe or interpret, but shall not vary or ignore, the terms and conditions of this Agreement and shall be bound by applicable law.
- Arbitration Decisions and Awards. The arbitrator shall render a written final decision on the subject Dispute as soon as practicable and in any event not more than forty-five (45) days after the close of evidence and briefing. The arbitrator’s decision shall be written, shall be in accordance with applicable law, and shall be supported by written findings of fact and conclusions of law setting forth the basis for his/her decision. The arbitrator shall have no authority to award punitive, exemplary or consequential damages, unless such an award is authorized by applicable law. The arbitrator shall have the authority to award attorney fees and expenses if such an award is permitted under this Agreement or applicable law. Subject to any applicable rights of appeal, the final decision of the arbitrator shall be binding and conclusive upon all of the Parties who have been served with proper written notice of the arbitration proceeding as required by this Agreement. Judgment on any award rendered by the arbitrator may be confirmed in any state or federal court having jurisdiction thereof that is located in the State of Delaware may be entered in and enforced by any domestic, foreign, or international court having appropriate subject matter jurisdiction. Any decision, judgment, ruling, finding, award or other determination of the arbitrator and any information disclosed in the course of any arbitration hereunder shall be kept confidential by the Parties, and any court order to enforce the decision, judgment, ruling, finding, award or other determination of the arbitrator shall be filed under seal.
- Arbitration Fees and Expenses. AAA’s administrative and filing fees, the arbitrator’s fees and expenses and all other fees and expenses charged by AAA and/or the arbitrator to administer or conduct the arbitration shall be shared equally among all parties to the arbitration; provided, however, that the prevailing party of the arbitration may recover an award of its share of such fees and expenses if such an award is permitted under this Agreement or applicable law.
- Litigation; Waiver. In the event a particular Dispute is not subject to arbitration (whether by decision of an arbitrator with binding authority, or otherwise according to this Agreement or applicable law), each Party hereby irrevocably submits to the exclusive personal jurisdiction and venue of the state and federal courts located in the state of Delaware for the litigation of said Dispute, and covenant and agree that neither of the foregoing is an inconvenient venue or forum.
- Waiver of Jury Trial and Class Action. REGARDLESS OF WHETHER A PARTICULAR DISPUTE IS SUBJECT TO ARBITRATION OR LITIGATION, EACH PARTY DOES HEREBY WAIVE HIS/HER/ITS RIGHT TO A TRIAL BY JURY, TO PARTICIPATE AS THE MEMBER OF A CLASS IN ANY PURPORTED CLASS ACTION OR OTHER PROCEEDING OR TO NAME UNNAMED MEMBERS IN ANY PURPORTED CLASS ACTION OR OTHER PROCEEDINGS.
- Promptly Pursue Claim. In no event shall any claim, action or proceeding by you related in any way to this Agreement be instituted more than two (2) years after the cause of action arose.
Unless otherwise expressly stated in this Agreement, Company may give or deliver all other notices to you by means of a general notice posted on this or another page of the Site, by email to the email address associated with your User Account, or by posting to your User Account, and shall be deemed effective as of their stated effective dates.
In no event shall this Agreement, the performance of a Party’s rights or obligations under this Agreement, the Site, the Services or a Party’s visit to, access of, registration with or use of the Site and/or the Services create any type of fiduciary, franchise, agency, employment, independent contractor, partnership or joint venture relationship between you or Company.
- Electronic Signatures. IF YOUR ACCEPTANCE OF THIS AGREEMENT IS FURTHER EVIDENCED BY YOUR AFFIRMATIVE ASSENT TO THE SAME (E.G., BY A “CHECK THE BOX” ACKNOWLEDGMENT PROCEDURE), THEN THAT AFFIRMATIVE ASSENT IS THE EQUIVALENT OF YOUR ELECTRONIC SIGNATURE TO THIS AGREEMENT. HOWEVER, FOR THE AVOIDANCE OF DOUBT, YOUR ELECTRONIC SIGNATURE IS NOT REQUIRED TO EVIDENCE OR FACILITATE YOUR ACCEPTANCE AND AGREEMENT TO THIS AGREEMENT, AS YOU AGREE THAT THE CONDUCT DESCRIBED IN THIS AGREEMENT AS RELATING TO YOUR ACCEPTANCE AND AGREEMENT TO THIS AGREEMENT ALONE SUFFICES.
- Excused Performance. Company is hereby excused for any failure to perform under this Agreement to the extent that its performance is prevented by any reason outside of its reasonable control or that may be characterized as a force majeure event.
- Assignment and Delegation. You shall not assign, delegate, or otherwise transfer any of your rights or obligations under this Agreement without Company’s prior written consent in each instance.
- Construction and Interpretation. This Agreement shall be construed to have been drafted by all of the Parties, so that any rule of construction or interpretation that construes or interprets ambiguities against the drafter shall have no force or effect.
- Headings. Section headings are inserted in this Agreement for reference and convenience only and shall not interpret, define, limit or describe the scope, intent, terms or conditions of this Agreement.
- Severability. If any term or condition of this Agreement is deemed invalid or unenforceable by the arbitrator or (if applicable) a court of law with binding authority, then the remaining terms and conditions shall not be affected, and said arbitrator or court of law shall reform the invalidated or unenforceable term or condition to the maximum extent permitted under the law and consistent with the intent of this Agreement.
24. Contact Us.
25. Last Modified.
This Agreement was last modified on May 29, 2022.