This Terms of Service has been updated and is effective as of January 13, 2022.
1. Your Acceptance of this Agreement
This is an agreement between you and the Provider and governs your use of the Services, its contents and features. Each time you visit, browse, order goods through, purchase goods through, advertise goods through, access or otherwise use the Services, you signify your acceptance and agreement, and the acceptance and agreement of any person you purport to represent (and for the purposes of this Agreement, “person” includes any type of incorporated or unincorporated entity, including your employer), without limitation or qualification, to be bound by this Agreement for using the Services, and to comply with all applicable laws and regulations. Please read the Terms of Service carefully before you start to use the Services. By using the Services (or by clicking to accept or agree to the Terms of Service when this option is made available to you), you accept and agree to be bound and abide by these Terms of Service. If you do not want to agree to these Terms of Service, you must not access or use the Services. By accessing the Services, you represent and warrant that you are at least eighteen (18) years old and that you have the legal authority to agree to and accept this Agreement on behalf of yourself and any person you purport to represent. If you do not have the legal authority to agree to and accept this Agreement, or if you are not authorized to agree to and accept this Agreement, or if you do not agree with the terms of this Agreement, then you may not use the Services.
2. Scope of this Agreement
These Terms of Service only apply to your activities when using the Services or its contents. From time to time, we may establish or authorize the Provider’s service provider to establish Provider-branded services that operate under different terms and conditions. Those different terms and conditions will be linked to that service’s home page. Please review such different terms and conditions if you choose to visit those sites, as they govern your use thereof. These Terms of Service do not affect or amend the terms of any other contracts you have entered into or may enter into with the Provider or a Provider affiliate, such as carrier contracts, agency agreements, transportation and logistics contracts, and other contracts for the Provider’s goods or services (each of these separate contracts with the Provider and/or its affiliates is referred to as “Provider Contracts”), and your and the Provider’s (and its affiliates’) respective obligations thereunder, except as otherwise expressly set forth in such Provider Contract. The Provider “affiliate” is any entity that controls, is under common control with, or is controlled by, the Provider.
The Provider is based in the State of Texas in the United States. The Provider provides the Services for use primarily by persons located in the United States and the Services is not intended to be used by persons located outside of the United States. The Provider makes no claims that the Services or any of its content is accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so on your own initiative and you accept full responsibility for ensuring compliance with local laws.
4. Changes to these Terms of Service
We may modify, suspend or terminate the operation of the Services, as well as its content and offerings, in whole and/or in part, in our sole discretion, at any time and for any reason. From time to time, the Provider may, in its sole discretion, for any reason and without any liability to you or any other person, change, supplement or amend these Terms of Service, or require that you agree to additional terms and conditions (the “Revised Terms”) in order to continue using the Services. Access to some areas of the Services may be limited to users who have been authenticated and granted permission by the Provider. The Provider reserves its right to revoke permission to access such areas of the Services for any reason. You may be required to agree to Revised Terms in order for you to obtain permission to access some areas of the Services, using access credentials consisting of a User Name and Password (as defined below), access certain areas of the Services or utilize certain features or functions offered regarding the Services by the Provider. For example, certain portions of the Services may only be accessible to those who have met prerequisite the Provider business qualifications or to those situated in particular geographic locations. The Provider may require you to agree to Revised Terms before you are allowed to share information to the Services, participate in group discussions or business forums, enter sweepstakes and contests, engage in similar interactive activities or participate in commercial activities. Such Revised Terms are incorporated herein by reference and made a part of these Terms of Service. These Terms of Service may only be modified in writing by an authorized officer of the Provider and they may not be modified orally or in writing by our Site’s customer service representatives or our employees. You may not change, supplement, or amend these Terms of Service in any manner. You are responsible for checking for revisions to the Terms of Service each time you use the Services and, in any event, are bound to changes to this Agreement thirty (30) days after such changes have been introduced and for which notification of substantive changes has been made (such as a notice on the home page of the Services that such change has been made.)Any changes to the dispute resolution procedures set forth below in Governing Law and Venue shall not apply to any disputes that have been commenced prior to the changes to the Terms of Service taking effect.
6. Services Ownership; Copyrights and Trademarks; Intellectual Property Rights
The Provider, its affiliates and/or their licensors own the Services, its content, features, functionality and systems, including the copyright, and all rights to trademarks and service marks used on the site, and all other intellectual property rights therein. All rights not expressly granted or licensed herein are reserved to the Provider, its affiliates or licensors. The Services and its entire contents, data, software, code, features, functionality (including but not limited to all information, text, displays, images, video, audio and the design, selection and arrangement thereof) materials, processes, procedures, methods, techniques and any other content (collectively “Data and Information”), are owned by the Provider, its affiliates, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property and proprietary rights (hereinafter “Intellectual Property Rights”). You acknowledge, understand, and agree that the Provider retains all Intellectual Property Rights in and to all Data and Information, excluding Data and Information that you may provide. The Provider and its affiliates’ trademarks and service marks (many of which are registered in the United States and other countries) may appear with the Services from time to time, including, without limitation, the following examples as applicable (collectively, the “the Provider Trademarks”). Other product, service and company names appearing in the Services may be the trademarks of their respective owners, and are used by the Provider via license or under “fair use” principles. Unauthorized use of any such Trademarks, including reproduction, imitation, dilution or confusing or misleading uses, is prohibited under the trademark laws of the United States and other countries. No right or license to use any of these trademarks is granted in these Terms of Service. The Provider or its affiliates are the owners of all domain names that link to the Provider sites in the US and internationally and/or relate to the business of the Provider, and unauthorized use of these names or any of them is not permitted. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Services in breach of the Terms of Service, your right to use the Services will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Services or any content with the Services is transferred to you, and all rights not expressly granted are reserved by the Provider. If you wish to make any use of material of the Services other than that set out in this section, please address your request to: firstname.lastname@example.org.
7. Limited License; Your Use of Services Data and Information; Monitoring Limited License:
Subject to these Terms of Service and any further restrictions set forth in the Revised Terms, the Provider hereby grants to you a non-exclusive, limited, non-sublicensable, non-transferable, revocable license (“Limited License”) to access the Services and use the information, features, functions and content made available to you with the Services, solely in connection with the Provider-related or the Provider affiliate-related business and not for purposes of competing with the Provider or its affiliates or for any other purpose.
Use of Services Data and Information: With respect to information and content that is identified through the Services as available to you for downloading or printing, or is configured to enable you to download or print, you may download and/or print one copy and may only use it for Provider-related or Provider affiliate-related business purpose for which it was made available and not for purposes of competing with the Provider, the Provider affiliate, or for any other purpose. You are expressly prohibited from modifying any of the Services content and from removing or altering any visible or non-visible identification, marks, notices, or disclaimers in the content that you download or print from the Services.
Where access to portions of the Services is limited to those authenticated users with valid User Names and Passwords, the license granted above with respect to those portions of the Services is applicable only to those authorized by the Provider to use a valid User ID (defined below) and Password (defined below).You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.
The Services may provide certain social media features that enable you to:(a) Link from your own or certain third party websites to certain content regarding the Services.
(b) Send emails or other communications with certain content, or links to certain content, with the Services.
(c) Cause limited portions of content regarding the Services to be displayed or appear to be displayed on your own or certain third party websites. You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features.
Subject to the foregoing, you must not:
(a) Establish a link from any website that is not owned by you.
(b) Cause the Services or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.
(c) Link to any part of the Services other than the homepage.
(d) Otherwise take any action with respect to the materials of the Services that is inconsistent with any other provision of these Terms of Service. The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Service.
You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice in our discretion.
No other license or rights in the Services are granted by the Provider and all licenses and rights granted may be terminated or revoked by the Provider at any time at the Provider’s sole discretion. From time to time the Provider may, without notice, monitor your use of the Services, although the Provider is not obligated to do so.
Monitoring: We have the right to monitor your activity with the Services (both in public areas and limited access areas of the Services). We have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone accessing, using, and sharing any materials on or through the Services.
YOU WAIVE AND HOLD HARMLESS PROVIDER AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
Although we have the right to monitor your activity with the Services, we do not undertake to review all material before it is shared with the Services and cannot ensure prompt removal of objectionable material after it has been shared. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
8. User Account Access
You are responsible for maintaining the security of information such as user identification (a unique identifier, email addresses or other combination of characters and numbers used to identify a user collectively referred to as “User ID”), codes and passwords (codes and passwords are collectively referred to as a “Password”) that you are given or adopt for purposes of accessing non-public portions of the Services. If you choose, or are provided with , a User ID, Password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Services or portions of it using your User ID, Password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name, User ID, and/or Password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your Password or other personal information. The Provider, from time-to-time, may require you to change your Password. The Provider reserves the right to enforce specific password requirements (e.g. length or specific character and/or number requirements), although the Provider is not obligated to do so.
the Provider may require you to select a security question and supply an answer (collectively Security Question). Your Security Question is user-selected and must be kept confidential. The Provider, from time-to-time, may require you to select a new Security Question, although the Provider is not obligated to do so.
the Provider may require you to provide certain information such as your FID, Agency, Tractor, or the Provider Carrier ID prior to granting access to non-public areas of the Services. You agree that any information you provide to the Provider will be true, accurate, current and complete and your failure to provide true, accurate, current, and complete information is a breach of these Terms of Service. You (or your employer, if you use the Services on behalf of your employer) are solely responsible and liable for any use and misuse of your User ID and Password and for all activities that occur under your User ID and Password.
You must ensure that all uses of your User ID and Password comply with these Terms of Service. You must immediately notify the Provider at email@example.com of any unauthorized use of your User ID or Password, or if you know or suspect that your User ID and/or Password has been lost or stolen, has become known to any other person, or has been otherwise compromised.
You agree to respond promptly to any communications from the Provider regarding your use of the Services, your User ID and your Password. All User ID and Passwords remain the property of the Provider, and may be cancelled or suspended at any time by the Provider without any notice or liability to you or any other person. The Provider is not under any obligation to verify the actual identity or authority of the user of any User ID or Password.
THE SECURITY AND PRIVACY PROVIDED BY AN USER ID, PASSWORD, SECURITY QUESTION AND OTHER SECURITY INFORMATION IS NOT COMPLETE AND CAN BE CIRCUMVENTED. YOUR USE OF ANY ACCESS FEATURES AND SECURITY INFORMATION IS AT YOUR OWN RISK.
9. Provider Confidential Information
Certain information appearing with the Services may be, and may be identified as, the Provider confidential information. The Provider confidential information is all information that is marked as confidential or that ought reasonably to be deemed to be confidential, including without limitation contact information for the Provider or its affiliates’ agents and the Provider or its affiliates’ BCO field representatives, information about the Provider, its affiliates and their respective agents’ safety procedures and systems, information about particular loads, information regarding the Provider’s and its affiliates’ services, products, customers, customer lists, bookkeeping, written contracts and agreements, rates, compensation or techniques, and additional non-public information that is accessible only via Passwords.
You agree only to use Provider confidential information as expressly permitted in these Terms of Service and as further restricted by any Revised Terms. In addition, you agree only to use such Provider confidential information in connection with Provider-related or Provider affiliate-related business, for no other purpose, and not to compete with the Provider or its affiliates. Upon the Provider’s request, you will immediately return or destroy all such the Provider confidential information in your possession and make no further use thereof.
10. Third Party Products and Services
From time to time, the Services may contain information about third party products and services. For example, the Provider may arrange for discounts to be provided on certain third party products and services, third party products and services may be advertised with the Services, and third party products and services may be sold with the Services. Further, the Provider may provide an opportunity with the Services where users may share information about their property, such as trucks, trailers and other trucking-related equipment, or services they want to sell or provide (a “For Sale By Owner Service”).
With respect to all such third party products and services, you should be aware that they are not being provided by the Provider and the Provider is not responsible for such goods or services or the terms on which they may be purchased or sold. If you choose to purchase such goods or services, you do so at your own risk and you should carefully evaluate them and the terms upon which you are purchasing them. If the Services contains links to other sites and resources provided by third parties, these links are provided for your convenience only.
This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to the Services, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
11. Load Information
From time to time, the Provider may provide you with access to load information (“Load Information”). You may use and print out such Load Information solely for the purposes of identifying loads that may suit your capabilities, contacting agents to confirm the accuracy of such Load Information for logistical and planning purposes, and/or for other commercial purposes in connection with doing business with the Provider or its affiliates, but in any case not for use to compete with the Provider, its affiliates or for any other purpose.
Load Information is provided by independent agents and is not monitored or checked by the Provider for content or accuracy.
PROVIDER ADVISES YOU NOT TO RELY UPON THE LOAD INFORMATION SHARED ON THE SERVICES AND EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR INACCURATE OR INCOMPLETE LOAD INFORMATION. The Provider further advises you to contact, and you do hereby agree to contact, the individual agent or agents who post the specific Load Information with the Services to confirm that such information is complete and accurate.
12. Request Mechanisms
the Provider makes available with the Services mechanisms for you to request or inquire about transportation, logistics and other non-Services-related services from the Provider or its affiliates. None of these mechanisms create a binding obligation between you and the Provider or its affiliates, and in order for you to engage the Provider or its affiliates to provide any such services, you and the Provider or the affiliate must execute separate written contracts setting forth the terms and conditions under which such services are to be provided.
13. Information you Provide to the Provider with the Services
From time to time, the Provider may offer capabilities and features with the Services that enable you to share information with the Services (whether directly or through the Provider) that will be visible to other Services users who access the Services and/or that will enable you to interact with other Services users. All information or material that you or other users provide for use with the Services or share with the Services is referred to in these Terms of Service as “User Shared Content”.
The Provider may provide user online discussion and chat forums, and other interactive features, to provide a forum for User Shared Content, to provide for the exchange of information in connection with online load transactions, arrange for users to share Load Information, and to provide other interactive features and functions for use by users of the Services.
(a) Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
(b) Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
(c) Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
(f) Promote any illegal activity, or advocate, promote, or assist any unlawful act.
(g) Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
(h) Impersonate any person or misrepresent your identity or affiliation with any person or organization.
(i) Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.
(j) Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
14. Acceptable Use; Prohibited Use
You are responsible for all activities you engage in, on or through use of the Services, and those engaged in by anyone using your Passwords. You agree to use the Services in accordance with these Terms of Service, the Revised Terms, and all applicable laws, rules and regulations. You agree to keep all information you provide to the Provider or share with the Services up-to-date, complete and accurate, including, without limitation, all Load Information, contact information, User Shared Content, and all information you provide to other users. In addition, you agree not to provide to the Provider, share with the Services, or transmit through the Services information, materials, User Shared Content or Suggestions that:
(a) Are inaccurate, false, misleading, deceptive, tortious, injurious, unlawful, threatening, abusive, defamatory, obscene, lewd, lascivious, violent, harassing, offensive, pornographic, profane or indecent, or that would constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability, or violate applicable laws, rules and/or regulations.
(b) Violate the proprietary rights of others, including, without limitation, the copyright, trademark, trade dress, patent, trade secret, or moral rights of others, or information or material that violates another’s rights of privacy, publicity or confidentiality.
(c) You do not have the right to provide, share or transmit.
(d) Credit card account information or personal information that could be used to login to a financial account.
(e) In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
(f) To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards, above, as set out in these Terms of Service.
(g) To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail”, “chain letter”, “spam”, or any other similar solicitation.
(h) To impersonate or attempt to impersonate the Provider, the Provider employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
(i) To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Services, or which, as determined by us, may harm the Provider or users of the Services or expose them to liability.
In addition, you agree not to engage in activities on or through use of the Services or using information gathered from the Services, so as to:
(a)Violate these Terms of Service or applicable laws, rules or regulations
(b) Engage in fraudulent activity.
(e) Modify any copyright or other proprietary notices or legends with the Services or information or material printed or downloaded from the Services.
(f) Impersonate or misrepresent your affiliation with the Provider or frame our Services.
(g) Use any robot, scraper or other automated process not provided by us to gather information or extract data from the Services.
(h) Reverse engineer or copy or disassemble any programming components of the Services or otherwise endeavour to discover source code from the Services.
(i) Bypass or circumvent or endeavour to bypass or circumvent measures employed to prevent or limit access to areas, code, or content of the Services.
(l) Disable, disrupt, impair, overburden or damage the Services or interfere with any other party’s use thereof, such as through viruses, denial of service attacks, spamming, flooding or other disruptive components or acts.(m) Endanger or threaten the safety or security of or cause harm to any person or property.
(n) Use any robot, spider, or other automatic device, process, or means to access the Services for any purpose, including monitoring or copying any of the material with the Services.
(o) Use any manual process to monitor or copy any of the material with the Services or for any other unauthorized purpose without our prior written consent.
(p) Use any device, software, or routine that interferes with the proper working of the Services.
(q) Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
(r) Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services is stored, or any server, computer, or database connected to the Services.
(s) Attack the Services via a denial-of-service attack or a distributed denial-of-service attack.
(t) Otherwise attempt to interfere with the proper working of the Services.
The Provider has the right to:
(a) Remove or refuse to share any User Shared Content for any or no reason in our sole discretion.
(b) Take any action with respect to any User Shared Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Shared Content violates the Terms of Service, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for the Provider.
(c) Disclose your identity or other information about you to any third party who claims that material shared by you violates their rights, including their intellectual property rights or their right to privacy.
(d) Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services.(e) Terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of these Terms of Service.
YOU WAIVE AND HOLD HARMLESS PROVIDER AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we do not undertake to review all material before it is shared with the Services, and cannot ensure prompt removal of objectionable material after it has been shared. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section. Nothing in these Terms of Service shall prohibit or restrict the Provider or any Provider affiliate from complying with all applicable laws, rules and regulations, and all law enforcement requests and/or subpoenas. The Provider may use and disclose any User Shared Content, Suggestions, User ID, Passwords, security information and user contact information as the Provider deems reasonable to comply with the law, to respond to such requests or subpoenas, to enforce these Terms of Service or the Provider Contracts, and to protect the safety of persons or property. While the Services is not directed to or expected to be used by children, parents should know that there is a significant amount of information available to them and a variety of commercially available products and services that can assist them in implementing controls to block minors’ access to adult, violent or other content that the parent prefers to block. The Federal Trade Commission maintains a website at www.onguardonline.gov that contains information about protecting kids using the Internet.
15. Copyright Infringement
The Provider respects the intellectual property rights of others and requires that all users of the Services do the same. The Provider will investigate notices of copyright infringement and take appropriate action upon receipt of proper notification, including termination of Services access and termination of other privileges of anyone who repeatedly infringes the copyright rights of others. If you believe that your work has been used, shared or copied with the Services in a way that constitutes copyright infringement, please notify the Provider Copyright Agent (at the address set forth below) in writing with the following information:
(a) Your real name and your current valid working email address and telephone number with which we can contact you;
(b) Identification of the work protected by copyright that you claim has been infringed or, if multiple works have been infringed, a representative list of such works;
(c) A description of where the work that you claim infringes your work is being used or appears with the Services;
(d) A written statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;(e) 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 behalf of the copyright owner; and
(f) Your electronic or physical signature. the Provider’s Copyright Agent is: firstname.lastname@example.org
16. Disclaimer, Liability Exclusion, Liability Limitation, Release and Indemnity the
Provider strives to make your use of the Services a useful experience. Nevertheless, neither the Provider nor any Provider affiliate on whose behalf the Provider is operating the Services (the “the Provider Affiliate”), accepts any liability for your use of the Services. From time to time, the Services may contain technical inaccuracies or typographical errors, and we do not warrant the accuracy of any shared information. Please confirm you are using the most up-to-date information with the Services, and confirm the accuracy and completeness of information before using it to make decisions relating to services, products, or other matters described in the Services.
If any term in this Terms of Service is found by competent judicial authority to be unenforceable in any respect, the validity of the remainder of this Terms of Service will be unaffected, provided that such unenforceability does not materially affect the parties’ rights under this Terms of Service.
DISCLAIMER YOUR USE OF THE SERVICES IS AT YOUR OWN RISK. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION TO ANY COMPUTER OR OTHER EQUIPMENT ARISING FROM, CONNECTED WITH, OR RELATING TO YOUR USE OF THE SERVICES.THE OPERATION OF THE SERVICES MAY BE AFFECTED BY NUMEROUS FACTORS BEYOND PROVIDER’S CONTROL. THE OPERATION OF THE SERVICES MAY NOT BE CONTINUOUS OR UNINTERRUPTED OR SECURE. SECURITY AND PRIVACY AND CONFIDENTIALITY RISKS CANNOT BE ELIMINATED.NEITHER PROVIDER NOR THE PROVIDER AFFILIATE IS UNDER ANY OBLIGATION TO VERIFY THE IDENTITY OF USERS OF THE SERVICES. HOWEVER, YOU PROMISE NOT TO SHARE USE OF YOUR USER NAME OR PASSWORDS NOR TO ALLOW ANYONE TO USE THE SERVICES POSING AS YOU.THROUGH OR BECAUSE OF YOUR USE OF THE SERVICES, YOU MAY HAVE THE OPPORTUNITY TO ENGAGE IN COMMERCIAL TRANSACTIONS WITH PERSONS OTHER THAN PROVIDER OR THE PROVIDER AFFILIATE. ALL SUCH TRANSACTIONS ARE AT YOUR OWN RISK. NEITHER PROVIDER NOR THE PROVIDER AFFILIATE IS A PARTY TO ANY SUCH TRANSACTIONS AND DISCLAIMS ANY AND ALL LIABILITY REGARDING ALL SUCH TRANSACTIONS. PROVIDER AND THE PROVIDER AFFILIATE MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND WITH RESPECT TO SUCH TRANSACTIONS, WHETHER EXPRESS OR IMPLIED, AND INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE OR USEFULNESS, ALL OF WHICH PROVIDER AND THE PROVIDER AFFILIATE DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW.WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, PROVIDER AND THE PROVIDER AFFILIATE MAKE NO REPRESENTATION, WARRANTY OR CONDITION THAT:
• THE SERVICES WILL BE COMPATIBLE WITH YOUR COMPUTER AND RELATED EQUIPMENT AND SOFTWARE;
• THE SERVICES WILL BE AVAILABLE OR WILL FUNCTION WITHOUT INTERRUPTION OR WILL BE FREE OF ERRORS OR THAT ANY ERRORS WILL BE CORRECTED;
• THE INFORMATION AVAILABLE ON OR THROUGH THE SERVICES WILL BE ACCURATE, COMPLETE, SEQUENTIAL, OR TIMELY;
• PARTICULAR RESULTS OR ANY RESULTS AT ALL MAY BE OBTAINED THROUGH THE USE OF THE SERVICES;
• THE USE OF THE SERVICES, INCLUDING THE BROWSING AND DOWNLOADING OF ANY INFORMATION, WILL BE FREE OF VIRUSES, TROJAN HORSES, WORMS OR OTHER DESTRUCTIVE OR DISRUPTIVE COMPONENTS; OR
• THE USE OF THE SERVICES WILL NOT INFRINGE THE RIGHTS (INCLUDING INTELLECTUAL PROPERTY RIGHTS) OF ANY PERSON.PROVIDER AND ITS AFFILIATES DISCLAIM ANY AND ALL LIABILITY REGARDING SUCH MATTERS TO THE FULLEST EXTENT PERMITTED BY LAW.YOU AGREE TO IMPLEMENT SUFFICIENT SECURITY SAFEGUARDS AND BACKUP PROCEDURES TO SATISFY YOUR PARTICULAR REQUIRMENTS FOR ANTI-VIRUS PROTECTION AND ACCURACY OF DATA INPUT AND OUTPUT, AND FOR MAINTAINING A MEANS EXTERNAL TO OUR SERVICES FOR ANY RECONSTRUCTION OF ANY LOST, DEGRADED OR CORRUPTED DATA.ADDITIONAL DISCLAIMERS MAY APPEAR WITHIN THE SERVICES ITSELF AND ARE INCORPORATED HEREIN BY REFERENCE.LIABILITY EXCLUSIONNEITHER PROVIDER NOR THE PROVIDER AFFILIATE WILL UNDER ANY CIRCUMSTANCES BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS OF USE, LOSS OF PRODUCTION, LOSS OF INCOME OR PROFITS (ANTICIPATED OR OTHERWISE), LOSS OF MARKETS, ECONOMIC LOSS, SPECIAL, INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE OR PUNITIVE DAMAGES, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LAW OR EQUITY, ARISING FROM, CONNECTED WITH, OR RELATING TO THE USE OF THE SERVICES BY YOU OR ANY OTHER PERSON, AND REGARDLESS OF ANY NEGLIGENCE OR OTHER FAULT OR WRONGDOING BY PROVIDER, ANY PROVIDER AFFILIATE, OR ANY PERSON FOR WHOM PROVIDER IS RESPONSIBLE, AND NOTWITHSTANDING THAT PROVIDER OR ANY PROVIDER AFFILIATE OR PERSON FOR WHOM PROVIDER IS RESPONSIBLE MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES BEING INCURRED BY YOU OR ANY OTHER PERSON.TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES OR TO YOUR DOWNLOADING OF ANY MATERIAL SHARED ON IT, OR ON ANY WEBSERVICES LINKED TO IT.YOUR USE OF THE SERVICES, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES IS AT YOUR OWN RISK. THE SERVICES, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER PROVIDER NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER PROVIDER NOR ANYONE ASSOCIATED WITH PROVIDER REPRESENTS OR WARRANTS THAT THE SERVICES, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SERVICES OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.TO THE FULLEST EXTENT PROVIDED BY LAW, PROVIDER HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAWLIMITATION OF LIABILITYTO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT, INCLUDING DUE TO NEGLIGENCE, WILL PROVIDER OR ANY OF ITS AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, PUNITIVE, SPECIAL OR OTHER DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES DUE TO LOST PROFITS OR BUSINESS INTERRUPTION, ARISING OUT OF USE OF THE SERVICES, SERVICES OPERATIONS, OR ANY CONTENT, INFORMATION, PRODUCT OR SERVICE MADE AVAILABLE THROUGH THE SERVICES, EVEN IF PROVIDER OR ANY OF ITS AFFILIATES HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. TO THE FULLEST EXTENT PERMITTED BY LAW, THE LIABILITY OF PROVIDER AND ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND LICENSORS ARISING OUT OF OR IN CONNECTION WITH THIS SERVICES IS LIMITED TO THE LESSER OF THE DOLLAR AMOUNT YOU PAID PROVIDER TO USE THIS SERVICES OR $100.RELEASEYOU HEREBY RELEASE, REMISE AND FOREVER DISCHARGE EACH OF PROVIDER, ITS AFFILIATES, AND ALL OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, SERVICE PROVIDERS, SUPPLIERS, LICENSORS AND LICENSEES, AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED PERSONS FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE AND KIND WHATSOEVER AND HOWSOEVER ARISING, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER EXIST, WHICH ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR USE OF THE SERVICES.INDEMNITYYOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS EACH OF PROVIDER, ITS AFFILIATES, AND ALL OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, SERVICE PROVIDERS, SUPPLIERS, LICENSORS AND LICENSEES, AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED PERSONS (COLLECTIVELY, THE “INDEMNIFIED PARTIES”) FROM AND AGAINST ANY AND ALL LIABILITIES, EXPENSES AND COSTS, INCLUDING WITHOUT LIMITATION REASONABLE LEGAL FEES AND EXPENSES, INCURRED BY THE INDEMNIFIED PARTIES IN CONNECTION WITH ANY CLAIM OR DEMAND ARISING OUT OF, RELATED TO, OR CONNECTED WITH YOUR USE OF THE SERVICES, THE PRODUCTS AND SERVICES OFFERED THROUGH THE SERVICES, THE USE OF THE SERVICES BY SOMEONE POSING AS YOU, OR YOUR BREACH OF THIS AGREEMENT. YOU WILL ASSIST AND CO-OPERATE AS FULLY AS REASONABLY REQUIRED BY THE INDEMNIFIED PARTIES IN THE DEFENCE OF ANY SUCH CLAIM OR DEMAND. YOU FURTHER AGREE TO INDEMNIFY PROVIDER AND THE INDEMNIFIED PARTIES FROM ALL SUITS, DAMAGES, COSTS AND LIABILITIES WHATSOEVER ARISING FROM ANY TRANSACTIONS IN WHICH YOU ENGAGE USING PRODUCTS OR SERVICES OBTAINED FROM OR THROUGH THE SERVICES. ADVICE AND INFORMATION PROVIDED BY PROVIDER, ANY OF ITS AFFILIATES, OR THEIR REPRESENTATIVES, WHETHER ORAL OR WRITTEN, WILL NOT CREATE ANY REPRESENTATION, WARRANTY OR CONDITION OR VARY OR AMEND THIS AGREEMENT, INCLUDING THE ABOVE DISCLAIMER, LIABILITY EXCLUSION, LIABILITY LIMITATION, RELEASE AND INDEMNITY PROVISIONS, AND YOU MAY NOT RELY UPON ANY SUCH ADVICE OR INFORMATION.THE EXCLUSION OF CERTAIN WARRANTIES AND THE LIMITATIONS OF CERTAIN LIABILITIES MAY BE PROHIBITED BY CERTAIN LEGISLATION AND LAWS IN SOME JURISDICTIONS AND THUS MAY NOT APPLY TO YOU.
The disclaimer, liability exclusion, liability limitation, release, and indemnity provisions in this Agreement survive indefinitely after the termination of this Agreement.
18. Termination of Your Access to the Services
the Provider, in its sole and absolute discretion, may terminate, suspend, and/or limit your access to the Services, and may revoke your User ID and Password or limit which individuals may use the Services through your User ID and Password, without notice or liability, at any time. Further, the Provider will investigate notices of copyright infringement and take appropriate action, including, but not limited to, termination of access to the Services and revocation of the User ID and Password of anyone who repeatedly infringes upon the copyright rights of others or violates these Terms of Service. Termination, suspension or limitation of your right to access the Services shall not affect or terminate your obligations or the rights and licenses granted to the Provider by you under these Terms of Service, all of which survive any such termination, suspension or limitation.
19. Electronic Communications
By using the Services, you are consenting to receive communications from the Provider electronically with respect to your use of the Services and its contents, and you are agreeing that the Provider may communicate with you with respect to your use of the Services and its contents via email, by sharing notices with the Services, and by other means of communication, including but not limited to electronic mail. You specifically authorize the Provider to contact you via email in the event the Provider or the Provider Affiliate is required by law to notify you of a data security incident or data breach.
20. Third Party Rights
The provisions of these Terms of Service are for the benefit of the Provider and its affiliates and each of these entities shall have the right to assert and enforce these provisions directly against you on its own behalf. Otherwise, there are no third party beneficiaries of these Terms of Service.
21. Forward-Looking Statements
Portions of the Services may contain forward-looking statements concerning the Provider or the financial performance of the Provider. These forward-looking statements only speak as of the date indicated or, if no such date is indicated, as of the date such statements are shared to the Services.
These statements are only predictions and actual events or results may differ materially. Please read the Provider’s financial filings, including its annual, periodic and current reports, as amended, for additional information about the risks, uncertainties and other factors that could cause actual results to differ materially from those in the forward-looking statements.
PROVIDER EXPRESSLY DISCLAIMS ANY OBLIGATION TO UPDATE, AMEND, SUPPLEMENT OR OTHERWISE REVISE ANY FORWARD-LOOKING STATEMENTS CONTAINED ON THIS SERVICES TO REFLECT EVENTS OR CIRCUMSTANCES THAT MAY ARISE AFTER THE DATE INDICATED, EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW.
22. Governing Law and Venue
These Terms of Service, your use of the Services, and all related matters shall be governed and construed in accordance with the laws of the State of Texas without application of its conflicts of laws principles. Except as may be expressly agreed otherwise by the Provider and you, you agree that any dispute between the Provider or any of its affiliates, on the one hand, and you, on the other hand, arising from, connected with or relating to the Services, your use of the Services, these Terms of Service or any related matters shall be brought exclusively in a federal or state court having jurisdiction thereof within the State of Texas. The Provider and you waive any objection to such venue based on lack of personal jurisdiction or inconvenient forum.
23. Waiver; Severability
Failure to insist upon or enforce strict performance of any provision of these Terms of Service shall not be construed as a waiver of any provision or right contained herein. Neither the course of conduct between you and us nor trade practice shall act to modify any provision of these Terms of Service. If any provision of these Terms of Service is deemed invalid, void or unenforceable, that invalid, void or unenforceable provision shall be deemed severable from these Terms of Service and shall not affect the validity and enforceability of the remaining provisions, which will continue in full force and effect .Any rights not expressly granted by these Terms of Service are reserved to the Provider.
24. Reliance on Information Shared
The information presented on or through the Services is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Services, or by anyone who may be informed of any of its contents. The Services may include content provided by third parties, including materials provided by other users, bloggers, and third party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Provider, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Provider. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
25. Changes to the Services
We may update the content regarding the Services from time to time, but its content is not necessarily complete or up-to-date. Any of the material regarding the Services may be out of date at any given time, and we are under no obligation to update such material.
26. Information About You and Your Visits to the Services
27. Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR THE SERVICES MUST BE COMMENCED WITHIN THIRTY (30) DAYS, OR AS LIMITED BY APPLICABLE LAW, AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
28. Assignment; Entire Agreement
The provisions of these Terms of Service will inure to the benefit of and be binding upon each of the Provider and its affiliates and each of their respective successors and assigns and you and your heirs, executors, administrators, successors, permitted assigns, and personal representatives.
29. Questions or Concerns
The Services are operated by the Provider or its Affiliates. All notices of copyright infringement claims should be sent to the copyright agent designated below in the manner and by the means set out therein. All other feedback, comments, requests for technical support, and other communications relating to the Services should be directed to: email@example.com
30. DateThe date the Terms of Service was last modified is stated at the top of this document