Copyright ©2008 All Rights Reserved.   Privacy Policy | Terms of Use

9. Disclaimer of Warranties

9.1 You expressly understand and agree that your use of the Service and Software is at your sole risk. The Service is provided on an "as is" and "as available" basis. We and our service providers expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, performance and non-infringement.

9.2 Without prejudice to the generality of the above, neither we nor our service providers warrant that:

9.2.1. the Service or Software will be uninterrupted, timely, secure, or error-free.

9.2.2. the results that may be obtained from the use of the Service or Software will be accurate or reliable.

9.2.3. the quality of any products, services, information, or other material purchased or obtained by you through the Service or Software will meet your expectations or specific requirements, or that any errors in the Service or Software will be corrected.

9.3 No advice or information, whether oral or written, obtained through or from the service shall create any warranty not expressly stated in the Terms of Use.

9.4 We will make commercially reasonable efforts to maintain the Service, however, we and our service providers are not responsible for any damage, loss of data, customer information or vendor data, revenue, or other harm to business arising out of delays, non-availability, misdelivery or nondelivery of information, restriction or loss of access, bugs or other errors, unauthorized use due to your sharing of access to the Service or Software, or other interaction with the Service or Software. You are responsible for maintaining and backing-up your data and information that may reside on the Service.

10. Limitation of liability

10.1 You agree that we and our service providers, licensors and suppliers shall not be liable for any damages of any kind, whether direct, indirect, incidental, special, consequential or exemplary, and including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses, and whether arising out of contract, tort, negligence (including strict liability), warranty, indemnity or otherwise (even if we have been advised of the possibility of such damages) and whether or not any limited remedy failed of its essential purpose, arising out of or in connection with the web site or resulting from the use or the inability to use the Service or Software, unauthorized access to or alteration of your transmissions or data, statements or conduct of any third party on the Service, or any other matter relating to the Service or Software or otherwise resulting from these Terms of Use.

11. Indemnity

11.1 You agree to indemnify and hold us and our and our service providers, licensors and suppliers, and our and their subsidiaries, affiliates, related entities, officers, directors, shareholders, agents, co-branders or other partners, employees, successors and assigns harmless from any liability, cost, expense, loss, claim or demand, (collectively, "Losses") including reasonable lawyers' fees, made by any third party due to or arising out of your use of the Service and Software, including, without limitation, Losses arising as a result of: the Content you or your web site provides; the activities of your Members, any non-payment of Fees; your connection to the Service or Software, your violation of the Terms of Use or the documents it incorporates by reference, Service or Software downtime or compromise of availability of the Service to you or others as a result of your actions or failure to act, or your violation of any law or the rights of a third Party another through the Service.

12. Compliance and rules of conduct

12.1 It is your sole responsibility to determine whether your use of the Service or Software is lawful, and you must comply with all applicable laws in using the Service and Software. You may not use the Service or Software for any illegal or unauthorized purpose nor may you, in the use of the Service or Software, violate any laws in your jurisdiction (including but not limited to copyright laws) as well as the laws of the United States and the State of Maryland. Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable local laws regarding the transmission of technical data.

12.2 You agree that you will not upload, post, offer for sale, sell transmit or otherwise make available any Content that:

12.2.1. is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;

12.2.2. you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

12.2.3. infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party;

12.2.4. violates any applicable federal, provincial, state, or local law or regulation;

12.2.5. you do not have full power and authority to distribute, including all necessary licenses and authorizations; or

12.2.6. we determine, in its sole discretion, is inappropriate for distribution through the Service.

12.3 You agree that you will not upload, post, or transmit unsolicited commercial email or "spam" or indulge in unethical or inappropriate use of the Internet. This includes unethical marketing, advertising, or any other practice that is in any way connected or related to the above, such as:

12.3.1. sending mass email to recipients who haven't requested email from you or with a fake return address; or

12.3.2. promoting a site with inappropriate links, titles, descriptions; or

12.3.3. promoting your site by posting multiple submissions in public forums that are identical; or

12.3.4. uploading, posting or otherwise transmitting any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; or

12.3.5. interfering with or disrupt the Service or Software or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service; or

12.3.6. adding someone to your mailing list (email or physical mail) without their express consent;

12.3.7. intentionally or unintentionally violating any applicable local, state, national or international law; or

12.3.8. "stalk" or otherwise harassing another user; or

12.3.9. promoting or providing instructional information about illegal activities, promoting physical harm or injury against any group or individual, or promoting any act of cruelty to animals.

12.4 You agree that you will not:

12.4.1. if you are a Customer, use or disclose information that pertains to other persons and that is governed by the Privacy Policy of this web site except as set forth in that Privacy Policy;

12.4.2. harm minors in any way in your use of the Service and Software;

12.4.3. impersonate any person or entity, including, but not limited to, our officers, agents and employees, a forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;

12.4.4. forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service or Software; or

12.4.5. exceed the scope of the Service that you have signed up for; by, for example, accessing and using the tools that you do not have a right to use, or deleting, adding to, or otherwise changing the comments or content of other persons.

13. General

13.1 Our failure to exercise or enforce any right or provision of the Terms of Use shall not constitute a waiver of such right or provision.

13.2 Notices to you may be made via either email or web site posting.

13.3 The Terms of Use and the relationship between you and us shall be governed by and construed and interpreted in accordance with the laws of Gaithersburg, Maryland without regard to its conflict of law provisions. You agree that our service providers are third party beneficiaries of your agreements in these Terms of Use.

13.4 Except where prohibited by applicable law, any claim, dispute or controversy (whether in contract or tort, pursuant to statute or regulation, or otherwise, and whether preexisting, present or future) arising out of or relating to these Terms of Use; (b) the Services; (c) oral or written statements, advertisements or promotions relating to these Terms of Use or to the Services; or (d) the relationships that result from these Terms of Use or the Services (collectively, a "Claim"), will be referred to and determined by a sole arbitrator (to the exclusion of the courts). Except where prohibited by applicable law, you waive any right you may have to commence or participate in any class action against us or our service providers related to any Claim and, where applicable, you also agree to opt out of any class proceedings against us or our service providers. If you have a Claim, you should give written notice to arbitrate at the address specified on the web site. If we have a Claim, we will give you notice to arbitrate at your address provided in your Registration Data. Arbitration will be conducted by one arbitrator pursuant to the commercial arbitration laws and rules in effect on the date of the notice in the State of Maryland.

13.5 To the extent arbitration as described in the immediately preceding paragraph is prohibited by applicable law, you agree that all Claims will be heard and resolved in a court of competent subject matter jurisdiction located in Montgomery County, Maryland. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts.

13.6 These Terms of Use, the Privacy Policy, the information provided to you and by you during the sign-up process and during the upgrade/downgrade of your account, and any other documents that are incorporated into these Terms of Use by reference, constitute the entire agreement between you and us and govern your use of the Service or Software, superceding any prior agreements (including, but not limited to, any prior versions of the Terms of Use).

13.7 If any provision of these Terms of Use is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in such provision, and the other provisions of the Terms of Use remain in full force and effect.

13.8 You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or Software or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred.

13.9 The section titles in these Terms of Use are for convenience only and have no legal or contractual effect.

13.10 The parties acknowledge having consented that these Terms of Use and all documents, notices and judicial proceedings entered into, given or instituted pursuant hereto, or relating directly or indirectly pursuant hereto, be in the English language.