Terms Of Use
Last updated January 10, 2018
AGREEMENT TO TERMS
These Terms of Use constitute a legally binding agreement
made between you, whether personally or on behalf of an entity (“you”)
and Goshenus DBA of Goshen Consulting, LLC (“we,” “us” or “our”),
concerning your access to and use of the https://goshenconsultingllc.com
as well as any other media form, media channel, mobile website or mobile
application related, linked, or otherwise connected thereto (collectively, the
“Site”). You agree that by accessing the Site, you have read, understood,
and agree to be bound by all of these Terms of Use. If you do not agree with
all of these terms of use, then you are expressly prohibited from using the
site and you must discontinue use immediately.
Supplemental terms and conditions or documents that may be
posted on the Site from time to time are hereby expressly incorporated herein
by reference. We reserve the right, in our sole discretion, to make changes or
modifications to these Terms of Use at any time and for any reason. We will
alert you about any changes by updating the “Last updated” date of these Terms
of Use, and you waive any right to receive specific notice of each such change.
It is your responsibility to periodically review these Terms of Use to stay
informed of updates. You will be subject to, and will be deemed to have been
made aware of and to have accepted, the changes in any revised Terms of Use by
your continued use of the Site after the date such revised Terms of Use are
posted.
The information provided on the Site is not intended for
distribution to or use by any person or entity in any jurisdiction or country
where such distribution or use would be contrary to law or regulation or which
would subject us to any registration requirement within such jurisdiction or
country. Accordingly, those persons who choose to access the Site from other
locations do so on their own initiative and are solely responsible for
compliance with local laws, if and to the extent local laws are applicable.
The Site is intended for users who are at least 18 years
old. Persons under the age of 18 are not permitted to use or register for the
Site.
INTELLECTUAL PROPERTY RIGHTS
Unless otherwise indicated, the Site is our proprietary
property and all source code, databases, functionality, software, website
designs, audio, video, text, photographs, and graphics on the Site
(collectively, the “Content”) and the trademarks, service marks, and logos
contained therein (the “Marks”) are owned or controlled by us or licensed to
us, and are protected by copyright and trademark laws and various other
intellectual property rights and unfair competition laws of the United States,
foreign jurisdictions, and international conventions. The Content and the Marks
are provided on the Site “AS IS” for your information and personal use only.
Except as expressly provided in these Terms of Use, no part of the Site and no
Content or Marks may be copied, reproduced, aggregated, republished, uploaded,
posted, publicly displayed, encoded, translated, transmitted, distributed,
sold, licensed, or otherwise exploited for any commercial purpose whatsoever,
without our express prior written permission.
Provided that you are eligible to use the Site, you are
granted a limited license to access and use the Site and to download or print a
copy of any portion of the Content to which you have properly gained access
solely for your personal, non-commercial use. We reserve all rights not
expressly granted to you in and to the Site, the Content and the Marks.
USER REPRESENTATIONS
By using the Site, you represent and warrant that: (1)
all registration information you submit will be true, accurate, current, and
complete; (2) you will maintain the accuracy of such information and promptly
update such registration information as necessary; (3) you have the legal
capacity and you agree to comply with these Terms of Use; (4) you are not
a minor in the jurisdiction in which you reside; (5) you will not access the
Site through automated or non-human means, whether through a bot, script or
otherwise; (6) you will not use the Site for any illegal or unauthorized
purpose; and (7) your use of the Site will not violate any applicable law or
regulation.
If you provide any information that is untrue, inaccurate,
not current, or incomplete, we have the right to suspend or terminate your
account and refuse any and all current or future use of the Site (or any
portion thereof).
USER REGISTRATION
You may be required to register with the Site. You agree to
keep your password confidential and will be responsible for all use of your
account and password. We reserve the right to remove, reclaim, or change a
username you select if we determine, in our sole discretion, that such username
is inappropriate, obscene, or otherwise objectionable.
FEES AND PAYMENT
We accept the following forms of payment:
·
Visa
·
Mastercard
·
American Express
·
Discover
·
Paypal
You may be required to purchase or pay a fee to access some
of our services. You agree to provide current, complete, and accurate purchase
and account information for all purchases made via the Site. You further agree
to promptly update account and payment information, including email address,
payment method, and payment card expiration date, so that we can complete your
transactions and contact you as needed. We bill you through an online
billing account for purchases made via the Site. Sales tax will be added
to the price of purchases as deemed required by us. We may change prices at any
time. All payments shall be in U.S. dollars.
You agree to pay all charges or fees at the prices then in
effect for your purchases, and you authorize us to charge your chosen payment
provider for any such amounts upon making your purchase. If your purchase
is subject to recurring charges, then you consent to our charging your payment
method on a recurring basis without requiring your prior approval for each
recurring charge, until you notify us of your cancellation. We reserve the
right to correct any errors or mistakes in pricing, even if we have already
requested or received payment. We also reserve the right to refuse any order
placed through the Site.
PROHIBITED ACTIVITIES
You may not access or use the Site for any purpose other
than that for which we make the Site available. The Site may not be used in
connection with any commercial endeavors except those that are specifically
endorsed or approved by us.
As a user of the Site, you agree not to:
1.
Systematically retrieve data or
other content from the Site to create or compile, directly or indirectly, a
collection, compilation, database, or directory without written permission from
us.
2.
Make any unauthorized use of the
Site, including collecting usernames and/or email addresses of users by
electronic or other means for the purpose of sending unsolicited email, or
creating user accounts by automated means or under false pretenses.
3.
Use a buying agent or purchasing
agent to make purchases on the Site.
4.
Use the Site to advertise or offer
to sell goods and services.
5.
Circumvent, disable, or otherwise
interfere with security-related features of the Site, including features that
prevent or restrict the use or copying of any Content or enforce limitations on
the use of the Site and/or the Content contained therein.
6.
Engage in unauthorized framing of or
linking to the Site.
7.
Trick, defraud, or mislead us and
other users, especially in any attempt to learn sensitive account information
such as user passwords.
8.
Make improper use of our support
services or submit false reports of abuse or misconduct.
9.
Engage in any automated use of the
system, such as using scripts to send comments or messages, or using any data
mining, robots, or similar data gathering and extraction tools.
10.Interfere
with, disrupt, or create an undue burden on the Site or the networks or
services connected to the Site.
11.Attempt
to impersonate another user or person or use the username of another user.
12.Sell
or otherwise transfer your profile.
13.Use
any information obtained from the Site in order to harass, abuse, or harm
another person.
14.Use
the Site as part of any effort to compete with us or otherwise use the Site
and/or the Content for any revenue-generating endeavor or commercial
enterprise.
15.Decipher,
decompile, disassemble, or reverse engineer any of the software comprising or
in any way making up a part of the Site.
16.Attempt
to bypass any measures of the Site designed to prevent or restrict access to
the Site, or any portion of the Site.
17.Harass,
annoy, intimidate, or threaten any of our employees or agents engaged in
providing any portion of the Site to you.
18.Delete
the copyright or other proprietary rights notice from any Content.
19.Copy
or adapt the Site’s software, including but not limited to Flash, PHP, HTML,
JavaScript, or other code.
20.Upload
or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or
other material, including excessive use of capital letters and spamming
(continuous posting of repetitive text), that interferes with any party’s
uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts,
alters, or interferes with the use, features, functions, operation, or
maintenance of the Site.
21.Upload
or transmit (or attempt to upload or to transmit) any material that acts as a
passive or active information collection or transmission mechanism, including
without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels,
web bugs, cookies, or other similar devices (sometimes referred to as “spyware”
or “passive collection mechanisms” or “pcms”).
22.Except
as may be the result of standard search engine or Internet browser usage, use,
launch, develop, or distribute any automated system, including without
limitation, any spider, robot, cheat utility, scraper, or offline reader that
accesses the Site, or using or launching any unauthorized script or other
software.
23.Disparage,
tarnish, or otherwise harm, in our opinion, us and/or the Site.
24.Use
the Site in a manner inconsistent with any applicable laws or regulations.
USER GENERATED CONTRIBUTIONS
The Site may invite you to chat, contribute to, or
participate in blogs, message boards, online forums, and other functionality,
and may provide you with the opportunity to create, submit, post, display,
transmit, perform, publish, distribute, or broadcast content and materials to
us or on the Site, including but not limited to text, writings, video, audio,
photographs, graphics, comments, suggestions, or personal information or other
material (collectively, “Contributions”). Contributions may be viewable by
other users of the Site and through third-party websites. As such, any
Contributions you transmit may be treated as non-confidential and
non-proprietary. When you create or make available any Contributions, you
thereby represent and warrant that:
The creation, distribution, transmission, public display, or
performance, and the accessing, downloading, or copying of your Contributions
do not and will not infringe the proprietary rights, including but not limited
to the copyright, patent, trademark, trade secret, or moral rights of any third
party.
1.
You are the creator and owner of or
have the necessary licenses, rights, consents, releases, and permissions to use
and to authorize us, the Site, and other users of the Site to use your
Contributions in any manner contemplated by the Site and these Terms of Use.
2.
You have the written consent,
release, and/or permission of each and every identifiable individual person in
your Contributions to use the name or likeness of each and every such
identifiable individual person to enable inclusion and use of your
Contributions in any manner contemplated by the Site and these Terms of Use.
3.
Your Contributions are not false,
inaccurate, or misleading.
4.
Your Contributions are not
unsolicited or unauthorized advertising, promotional materials, pyramid
schemes, chain letters, spam, mass mailings, or other forms of solicitation.
5.
Your Contributions are not obscene,
lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or
otherwise objectionable (as determined by us).
6.
Your Contributions do not ridicule,
mock, disparage, intimidate, or abuse anyone.
7.
Your Contributions do not advocate
the violent overthrow of any government or incite, encourage, or threaten
physical harm against another.
8.
Your Contributions do not violate
any applicable law, regulation, or rule.
9.
Your Contributions do not violate
the privacy or publicity rights of any third party.
10.Your
Contributions do not contain any material that solicits personal information
from anyone under the age of 18 or exploits people under the age of 18 in a
sexual or violent manner.
11.Your
Contributions do not violate any federal or state law concerning child
pornography, or otherwise intended to protect the health or well-being of
minors;
12.Your
Contributions do not include any offensive comments that are connected to race,
national origin, gender, sexual preference, or physical handicap.
13.Your
Contributions do not otherwise violate, or link to material that violates, any
provision of these Terms of Use, or any applicable law or regulation.
Any use of the Site in violation of the foregoing violates
these Terms of Use and may result in, among other things, termination or
suspension of your rights to use the Site.
CONTRIBUTION LICENSE
By posting your Contributions to any part of the Site, you
automatically grant, and you represent and warrant that you have the right to
grant, to us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive,
transferable, royalty-free, fully-paid, worldwide right, and license to host,
use, copy, reproduce, disclose, sell, resell, publish, broadcast, re-title,
archive, store, cache, publicly perform, publicly display, reformat, translate,
transmit, excerpt (in whole or in part), and distribute such Contributions
(including, without limitation, your image and voice) for any purpose,
commercial, advertising, or otherwise, and to prepare derivative works of, or
incorporate into other works, such Contributions, and grant and authorize
sublicenses of the foregoing. The use and distribution may occur in any media
formats and through any media channels.
This license will apply to any form, media, or technology
now known or hereafter developed, and includes our use of your name, company
name, and franchise name, as applicable, and any of the trademarks, service
marks, trade names, logos, and personal and commercial images you provide. You
waive all moral rights in your Contributions, and you warrant that moral rights
have not otherwise been asserted in your Contributions.
We do not assert any ownership over your Contributions. You
retain full ownership of all of your Contributions and any intellectual
property rights or other proprietary rights associated with your Contributions.
We are not liable for any statements or representations in your Contributions
provided by you in any area on the Site. You are solely responsible for your
Contributions to the Site and you expressly agree to exonerate us from any and
all responsibility and to refrain from any legal action against us regarding
your Contributions.
We have the right, in our sole and absolute discretion, (1)
to edit, redact, or otherwise change any Contributions; (2) to re-categorize
any Contributions to place them in more appropriate locations on the Site; and
(3) to pre-screen or delete any Contributions at any time and for any reason,
without notice. We have no obligation to monitor your Contributions.
SUBMISSIONS
You acknowledge and agree that any questions, comments,
suggestions, ideas, feedback, or other information regarding the Site
(“Submissions”) provided by you to us are non-confidential and shall become our
sole property. We shall own exclusive rights, including all intellectual
property rights, and shall be entitled to the unrestricted use and
dissemination of these Submissions for any lawful purpose, commercial or
otherwise, without acknowledgment or compensation to you. You hereby waive all
moral rights to any such Submissions, and you hereby warrant that any such
Submissions are original with you or that you have the right to submit such
Submissions. You agree there shall be no recourse against us for any alleged or
actual infringement or misappropriation of any proprietary right in your
Submissions.
THIRD-PARTY WEBSITES AND CONTENT
The Site may contain (or you may be sent via the Site) links
to other websites (“Third-Party Websites”) as well as articles,
photographs, text, graphics, pictures, designs, music, sound, video,
information, applications, software, and other content or items belonging to or
originating from third parties (“Third-Party Content”). Such Third-Party Websites
and Third-Party Content are not investigated, monitored, or checked
for accuracy, appropriateness, or completeness by us, and we are not
responsible for any Third-Party Websites accessed through the Site or
any Third-Party Content posted on, available through, or installed
from the Site, including the content, accuracy, offensiveness, opinions,
reliability, privacy practices, or other policies of or contained in
the Third-Party Websites or the Third-Party Content. Inclusion
of, linking to, or permitting the use or installation of
any Third-Party Websites or any Third-Party Content does
not imply approval or endorsement thereof by us. If you decide to leave the
Site and access the Third-Party Websites or to use or install
any Third-Party Content, you do so at your own risk, and you should
be aware these Terms of Use no longer govern. You should review the applicable
terms and policies, including privacy and data gathering practices, of any
website to which you navigate from the Site or relating to any applications you
use or install from the Site. Any purchases you make
through Third-Party Websites will be through other websites and from
other companies, and we take no responsibility whatsoever in relation to such
purchases which are exclusively between you and the applicable third party. You
agree and acknowledge that we do not endorse the products or services offered
on Third-Party Websites and you shall hold us harmless from any harm
caused by your purchase of such products or services. Additionally, you shall
hold us harmless from any losses sustained by you or harm caused to you
relating to or resulting in any way from any Third-Party Content or
any contact with Third-Party Websites.
U.S. GOVERNMENT RIGHTS
Our services are “commercial items” as defined in Federal
Acquisition Regulation (“FAR”) 2.101. If our services are acquired by or on
behalf of any agency not within the Department of Defense (“DOD”), our services
are subject to the terms of these Terms of Use in accordance with FAR 12.212
(for computer software) and FAR 12.211 (for technical data). If our services
are acquired by or on behalf of any agency within the Department of Defense,
our services are subject to the terms of these Terms of Use in accordance with
Defense Federal Acquisition Regulation (“DFARS”) 227.7202‑3. In addition, DFARS
252.227‑7015 applies to technical data acquired by the DOD. This U.S.
Government Rights clause is in lieu of, and supersedes, any other FAR, DFARS,
or other clause or provision that addresses government rights in computer
software or technical data under these Terms of Use.
SITE MANAGEMENT
We reserve the right, but not the obligation, to: (1)
monitor the Site for violations of these Terms of Use; (2) take appropriate
legal action against anyone who, in our sole discretion, violates the law or
these Terms of Use, including without limitation, reporting such user to law
enforcement authorities; (3) in our sole discretion and without limitation,
refuse, restrict access to, limit the availability of, or disable (to the
extent technologically feasible) any of your Contributions or any portion
thereof; (4) in our sole discretion and without limitation, notice, or
liability, to remove from the Site or otherwise disable all files and content
that are excessive in size or are in any way burdensome to our systems; and (5)
otherwise manage the Site in a manner designed to protect our rights and
property and to facilitate the proper functioning of the Site.
PRIVACY POLICY
We care about data privacy and security. Please review our
Privacy Policy https://Silkmere.com/privacy. By using the Site, you agree to be bound by our Privacy
Policy, which is incorporated into these Terms of Use. Please be advised the
Site is hosted in the United States. If you access the Site from the European
Union, Asia, or any other region of the world with laws or other requirements
governing personal data collection, use, or disclosure that differ from
applicable laws in the United States, then through your continued use of the
Site, you are transferring your data to the United States, and you expressly
consent to have your data transferred to and processed in the United
States. Further, we do not knowingly accept, request, or solicit
information from children or knowingly market to children. Therefore, in
accordance with the U.S. Children’s Online Privacy Protection Act, if we
receive actual knowledge that anyone under the age of 13 has provided personal
information to us without the requisite and verifiable parental consent, we
will delete that information from the Site as quickly as is reasonably practical.
DIGITAL MILLENNIUM COPYRIGHT ACT
(DMCA) NOTICE AND POLICY
Notifications
We respect the intellectual property rights of others. If
you believe that any material available on or through the Site infringes upon
any copyright you own or control, please immediately notify our Designated
Copyright Agent using the contact information provided below (a
“Notification”). A copy of your Notification will be sent to the person who
posted or stored the material addressed in the Notification. Please be advised that
pursuant to federal law you may be held liable for damages if you make material
misrepresentations in a Notification. Thus, if you are not sure that material
located on or linked to by the Site infringes your copyright, you should
consider first contacting an attorney.
All Notifications should meet the requirements of DMCA 17
U.S.C. § 512(c)(3) and include the following information: (1) A physical or
electronic signature of a person authorized to act on behalf of the owner of an
exclusive right that is allegedly infringed; (2) identification of the
copyrighted work claimed to have been infringed, or, if multiple copyrighted
works on the Site are covered by the Notification, a representative list of
such works on the Site; (3) identification of the material that is claimed to
be infringing or to be the subject of infringing activity and that is to be
removed or access to which is to be disabled, and information reasonably
sufficient to permit us to locate the material; (4) information reasonably
sufficient to permit us to contact the complaining party, such as an address,
telephone number, and, if available, an email address at which the complaining
party may be contacted; (5) a statement that the complaining party has a good
faith belief that use of the material in the manner complained of is not
authorized by the copyright owner, its agent, or the law; and (6) a statement
that the information in the notification is accurate, and under penalty of
perjury, that the complaining party is authorized to act on behalf of the owner
of an exclusive right that is allegedly infringed upon.
Counter Notification
If you believe your own copyrighted material has been
removed from the Site as a result of a mistake or misidentification, you may
submit a written counter notification to [us/our Designated Copyright Agent]
using the contact information provided below (a “Counter Notification”). To be
an effective Counter Notification under the DMCA, your Counter Notification
must include substantially the following: (1) identification of the material
that has been removed or disabled and the location at which the material
appeared before it was removed or disabled; (2) a statement that you consent to
the jurisdiction of the Federal District Court in which your address is located,
or if your address is outside the United States, for any judicial district in
which we are located; (3) a statement that you will accept service of process
from the party that filed the Notification or the party’s agent; (4) your name,
address, and telephone number; (5) a statement under penalty of perjury that
you have a good faith belief that the material in question was removed or
disabled as a result of a mistake or misidentification of the material to be
removed or disabled; and (6) your physical or electronic signature.
If you send us a valid, written Counter Notification meeting
the requirements described above, we will restore your removed or disabled
material, unless we first receive notice from the party filing the Notification
informing us that such party has filed a court action to restrain you from
engaging in infringing activity related to the material in question. Please
note that if you materially misrepresent that the disabled or removed content
was removed by mistake or misidentification, you may be liable for damages,
including costs and attorney’s fees. Filing a false Counter Notification
constitutes perjury.
Designated Copyright Agent
Goshen Consulting, LLC
Attn: Copyright Agent
Support@goshenconsultingllc.com
TERM AND TERMINATION
These Terms of Use shall remain in full force and effect
while you use the Site. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF
USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR
LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP
ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT
LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN
THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE
YOUR USE OR PARTICIPATION IN THE SITE OR DELETE YOUR ACCOUNT AND ANY
CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR
SOLE DISCRETION.
If we terminate or suspend your account for any reason, you
are prohibited from registering and creating a new account under your name, a
fake or borrowed name, or the name of any third party, even if you may be
acting on behalf of the third party. In addition to terminating or suspending
your account, we reserve the right to take appropriate legal action, including
without limitation pursuing civil, criminal, and injunctive redress.
MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the
contents of the Site at any time or for any reason at our sole discretion
without notice. However, we have no obligation to update any information on our
Site. We also reserve the right to modify or discontinue all or part of the
Site without notice at any time. We will not be liable to you or any third
party for any modification, price change, suspension, or discontinuance of the
Site.
We cannot guarantee the Site will be available at all times.
We may experience hardware, software, or other problems or need to perform
maintenance related to the Site, resulting in interruptions, delays, or errors.
We reserve the right to change, revise, update, suspend, discontinue, or
otherwise modify the Site at any time or for any reason without notice to you.
You agree that we have no liability whatsoever for any loss, damage, or inconvenience
caused by your inability to access or use the Site during any downtime or
discontinuance of the Site. Nothing in these Terms of Use will be construed to
obligate us to maintain and support the Site or to supply any corrections,
updates, or releases in connection therewith.
GOVERNING LAW
These Terms of Use and your use of the Site are governed by
and construed in accordance with the laws of the State of New Jersey applicable
to agreements made and to be entirely performed within the State
of New Jersey, without regard to its conflict of law principles.
DISPUTE RESOLUTION
Informal Negotiations
To expedite resolution and control the cost of any dispute,
controversy, or claim related to these Terms of Use (each a “Dispute” and
collectively, the “Disputes”) brought by either you or us (individually, a
“Party” and collectively, the “Parties”), the Parties agree to first attempt to
negotiate any Dispute (except those Disputes expressly provided below)
informally for at least thirty (30) days before initiating
arbitration. Such informal negotiations commence upon written notice from one
Party to the other Party.
Binding Arbitration
If the Parties are unable to resolve a Dispute through
informal negotiations, the Dispute (except those Disputes expressly excluded
below) will be finally and exclusively resolved by binding arbitration. YOU
UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN
COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted
under the Commercial Arbitration Rules of the American Arbitration Association
(“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer
Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA
website www.adr.org. Your arbitration fees and your share of arbitrator
compensation shall be governed by the AAA Consumer Rules and, where
appropriate, limited by the AAA Consumer Rules. If such costs are
determined to by the arbitrator to be excessive, we will pay all arbitration
fees and expenses. The arbitration may be conducted in person, through the
submission of documents, by phone, or online. The arbitrator will make a
decision in writing, but need not provide a statement of reasons unless
requested by either Party. The arbitrator must follow applicable law, and any
award may be challenged if the arbitrator fails to do so. Except where
otherwise required by the applicable AAA rules or applicable law, the
arbitration will take place in State of New Jersey. Except as
otherwise provided herein, the Parties may litigate in court to compel
arbitration, stay proceedings pending arbitration, or to confirm, modify,
vacate, or enter judgment on the award entered by the arbitrator.
If for any reason, a Dispute proceeds in court rather than
arbitration, the Dispute shall be commenced or prosecuted in the state and
federal courts located in Kent
County County, DE, and the Parties hereby consent to, and waive
all defenses of lack of personal jurisdiction, and forum non convenient with
respect to venue and jurisdiction in such state and federal
courts. Application of the United Nations Convention on Contracts for the
International Sale of Goods and the Uniform Computer Information Transaction
Act (UCITA) are excluded from these Terms of Use.
In no event shall any Dispute brought by either Party
related in any way to the Site be commenced more than one (1) years
after the cause of action arose. If this provision is found to be
illegal or unenforceable, then neither Party will elect to arbitrate any
Dispute falling within that portion of this provision found to be illegal or
unenforceable and such Dispute shall be decided by a court of competent
jurisdiction within the courts listed for jurisdiction above, and the Parties
agree to submit to the personal jurisdiction of that court.
Restrictions
The Parties agree that any arbitration shall be limited to
the Dispute between the Parties individually. To the full extent permitted by
law, (a) no arbitration shall be joined with any other proceeding; (b) there is
no right or authority for any Dispute to be arbitrated on a class-action basis
or to utilize class action procedures; and (c) there is no right or authority
for any Dispute to be brought in a purported representative capacity on behalf
of the general public or any other persons.
Exceptions to Informal Negotiations
and Arbitration
The Parties agree that the following Disputes are not
subject to the above provisions concerning informal negotiations and binding
arbitration: (a) any Disputes seeking to enforce or protect, or concerning the
validity of, any of the intellectual property rights of a Party; (b) any
Dispute related to, or arising from, allegations of theft, piracy, invasion of
privacy, or unauthorized use; and (c) any claim for injunctive relief. If this
provision is found to be illegal or unenforceable, then neither Party will
elect to arbitrate any Dispute falling within that portion of this provision
found to be illegal or unenforceable and such Dispute shall be decided by a court
of competent jurisdiction within the courts listed for jurisdiction above, and
the Parties agree to submit to the personal jurisdiction of that court.
CORRECTIONS
There may be information on the Site that contains
typographical errors, inaccuracies, or omissions, including descriptions,
pricing, availability, and various other information. We reserve the right to
correct any errors, inaccuracies, or omissions and to change or update the
information on the Site at any time, without prior notice.
DISCLAIMER
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU
AGREE THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO
THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR
IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT
THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY
WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY
FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2)
PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM
YOUR ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF
OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL
INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION
TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH
MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY
ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF
ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR
OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE,
OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A
THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE
APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A
PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN
YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE
OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD
USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS
BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL,
EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT,
LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE,
EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING
ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE
WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE
LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE SIX
(6) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING. CERTAIN STATE LAWS
DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION
OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE
DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL
RIGHTS.
INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless,
including our subsidiaries, affiliates, and all of our respective officers,
agents, partners, and employees, from and against any loss, damage, liability,
claim, or demand, including reasonable attorneys’ fees and expenses, made by
any third party due to or arising out of: (1) your Contributions; (2)
use of the Site; (3) breach of these Terms of Use; (4) any breach of your
representations and warranties set forth in these Terms of Use; (5) your
violation of the rights of a third party, including but not limited to
intellectual property rights; or (6) any overt harmful act toward any other
user of the Site with whom you connected via the Site. Notwithstanding the foregoing,
we reserve the right, at your expense, to assume the exclusive defense and
control of any matter for which you are required to indemnify us, and you agree
to cooperate, at your expense, with our defense of such claims. We will use
reasonable efforts to notify you of any such claim, action, or proceeding which
is subject to this indemnification upon becoming aware of it.
USER DATA
We will maintain certain data that you transmit to the Site
for the purpose of managing the performance of the Site, as well as data
relating to your use of the Site. Although we perform regular routine backups
of data, you are solely responsible for all data that you transmit or that
relates to any activity you have undertaken using the Site. You agree that we
shall have no liability to you for any loss or corruption of any such data, and
you hereby waive any right of action against us arising from any such loss or
corruption of such data.
ELECTRONIC COMMUNICATIONS,
TRANSACTIONS, AND SIGNATURES
Visiting the Site, sending us emails, and completing online
forms constitute electronic communications. You consent to receive electronic
communications, and you agree that all agreements, notices, disclosures, and
other communications we provide to you electronically, via email and on the
Site, satisfy any legal requirement that such communication be in writing. YOU
HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER
RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF
TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. You hereby waive any
rights or requirements under any statutes, regulations, rules, ordinances, or
other laws in any jurisdiction which require an original signature or delivery
or retention of non-electronic records, or to payments or the granting of
credits by any means other than electronic means.
MISCELLANEOUS
These Terms of Use and any policies or operating rules
posted by us on the Site or in respect to the Site constitute the entire
agreement and understanding between you and us. Our failure to exercise or
enforce any right or provision of these Terms of Use shall not operate as a
waiver of such right or provision. These Terms of Use operate to the fullest
extent permissible by law. We may assign any or all of our rights and
obligations to others at any time. We shall not be responsible or liable for
any loss, damage, delay, or failure to act caused by any cause beyond our
reasonable control. If any provision or part of a provision of these Terms of
Use is determined to be unlawful, void, or unenforceable, that provision or
part of the provision is deemed severable from these Terms of Use and does not
affect the validity and enforceability of any remaining provisions. There is no
joint venture, partnership, employment or agency relationship created between
you and us as a result of these Terms of Use or use of the Site. You agree that
these Terms of Use will not be construed against us by virtue of having drafted
them. You hereby waive any and all defenses you may have based on the
electronic form of these Terms of Use and the lack of signing by the parties
hereto to execute these Terms of Use.
CONTACT US
In order to resolve a complaint regarding the Site or to
receive further information regarding use of the Site, please contact us at:
support@goshenus.com