1. Licenses. The Adysis Services contain Content provided by us and our licensors ("Adysis Services Content"). We and our licensors (which includes Publishers) own and retain all proprietary rights in the Adysis Services Content and the Services. Subject to the terms and conditions of this Agreement, we hereby grant you a limited, revocable, non-sublicensable license under the intellectual property rights licensable by us to download, view, copy and print Adysis Services Content from the Services solely for your personal use in connection with using the Services. You agree not to (i) modify, publish, transmit, distribute, perform, sell, or create derivative works based on the Content and Services; and (ii) rent, lease, loan, or sell access to the Services; (iii) decompile, reverse engineer, or copy any Content (other than the Content you provide) or the Services for which the source code is not provided to you. The Services are for your personal use only and may not be used in connection with any commercial endeavors except hose that are specifically approved in writing by our management or in connection with Adysis Services expressly designated for commercial use. If you provide Adysis any feedback regarding the Adysis Services, you hereby grant Adysis an irrevocable license to exercise any and all rights in or directly related to such feedback.
2. Content Removal. We have the right (but not the obligation) to review any Content and delete (or modify) any Content that in our sole judgment violates the Publisher Agreement, or may otherwise violate the rights, harm, or threaten the safety of any person, or create liability for us or any person.
3. Your Conduct. You will not: (i) cover or obscure any advertisements displayed by Adysis via HTML/CSS, scripting, or any other means, if any; (ii) interfere with, disrupt, or create an undue burden on the Adysis Services or the networks or services connected to the Adysis Services; (iii) introduce software or automated agents to the Adysis Services for any purpose (including stripping or mining data from the Adysis Services); or (iv) interfere with, disrupt, or modify any data or equipment to manipulate the location-based functionality of the Adysis Services. You will not attempt to impersonate another person in connection with the Adysis Services. You will use the Adysis Services in a manner consistent with (and in compliance with) any and all applicable laws and regulations. By using the Adysis Services, you represent and warrant that any information you submit to the Services is truthful and accurate.
4. THIRD PARTIES
4.1 Third Party Content. Content from third parties is made available to you through the Adysis Services. Because we do not control such Content, you agree that we are not responsible for any such Content, including advertising and information about third party products or services. Because we do not have control over such Content, we make no guarantees about the accuracy, currency, suitability, or quality of the information in such Content, and we assume no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful Content made available by other Users, advertisers, and third parties.
4.2 Responsibility. Your interactions with Publishers, Advertisers, or other users of the Adysis Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the other person. You agree that we will not be responsible for any loss or damage incurred as the result of any such dealings or with respect to any Publisher's use or disclosure of your personally identifiable information. If there is a dispute between you and any third party (including any Publisher or Advertiser), we are under no obligation to become involved; however, we reserve the right, but have no obligation, to monitor such disputes.
4.3 Interaction. You will not use any information obtained from the Adysis Services in order to harass, abuse, or harm another person, or in order to contact, advertise to (unless otherwise agreed to in writing by us), solicit, or sell to any person without their prior explicit consent.
5. THIRD-PARTY SITES The Adysis Services contain links to third-party blogs and websites ("Third-Party Websites") (a) placed by us as a service to those interested in this information; or (b) posted by Publishers. You use all such links to Third-Party Websites at your own risk. We do not monitor or have any control over, and makes no claim or representation regarding Third-Party Websites. To the extent such links are provided by us, they are provided only as a convenience, and such link to a Third-Party Website does not imply our endorsement, adoption or sponsorship of, or affiliation with, such Third-Party Website. We accept no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of Third-Party Websites, or websites linking to the Website. When you leave the Adysis Website, our terms and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Website, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party. You acknowledge and agree that Adysis is not liable for any loss or damage which may be incurred by you as a result of the availability or unavailability of those external sites or content or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or content or resources.
7. DISCLAIMERS THE ADYSIS SERVICES ARE PROVIDED "AS-IS" AND AS AVAILABLE. WE EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT: (A) THE ADYSIS SERVICES WILL MEET YOUR REQUIREMENTS; (B) THE ADYSIS SERVICES WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE ADYSIS SERVICES WILL BE ACCURATE OR RELIABLE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
8. LIMITATION ON LIABILITY IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF THE ADYSIS SERVICES, 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 DAMAGES ARISING FROM OR RELATED TO (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF FIVE US DOLLARS ($5) AND THE AMOUNTS YOU PAID TO US IN THE TWELVE (12) MONTHS PRIOR TO THE ACCRUAL OF THE CLAIM. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.
9. RELEASE You hereby release us, our officers, employees, agents and successors from claims, demands, any and all losses, damages, rights, claims, and actions of any kind including, without limitation, personal injuries, death, and property damage, that is either directly or indirectly related to or arises from: (i) any interactions with third parties, (ii) any incorrect or inaccurate Content (including any information in profiles) posted on the Adysis Services, or (iii) your conduct or the conduct of any other user of the Adysis Services. If you are a California resident, you hereby waive California Civil Code Section 1542, which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."
10. INTELLECTUAL PROPERTY RIGHTS
10.1 You acknowledge and agree that Adysis owns all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services, whether those rights happen to be registered or not, and wherever in the world those rights may exist.
10.2 Unless you have agreed otherwise in writing with Adysis, nothing in these Terms gives you a right to use any of Adysis's trade names, trade marks, service marks, logos, domain names, and other distinctive brand features (collectively, Adysis IP Rights's) in any manner or for any purpose.
10.3 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
10.4 Unless you have been expressly authorized to do so in writing by Adysis, you agree that in using the Services, you will not use any trade mark, service mark, trade name, logo of any company or organization (including, without limitation, any Publisher or other party with whom Adysis has a business relationship) in a way that violates such other parties intellectual property rights or is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
11.1 Amendments. We may modify this Agreement from time to time and such modification shall be effective: (1) upon posting by us on the Website, for all Readers who first use the Adysis Services affected by such modification after the posting, or (2) thirty (30) days after posting by us on the Website, for all existing Users of the affected Adysis Services. If you do not agree to the modifications, you must cease your use of the Adysis Services.
11.2 Survival. The provisions under Sections 4 through 10 will survive termination of this Agreement for any reason.
11.3 Indemnity. You agree to defend, indemnify, and hold us, our subsidiaries, affiliates, officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, made by any third party due to or arising out of your use of the Adysis Services in violation of this Agreement and/or arising from your breach of any provision of this Agreement.
11.4 U.S. Export Controls. Plug-Ins and widgets available in connection with the Adysis Services may be further subject to United States export controls. No software may be downloaded from the Services or otherwise exported or re-exported in violation of U.S. export laws. By downloading or using any software, you represent and warrant that such download or use is not in violation of any such law.
11.5 Governing Law and Arbitration. This Agreement shall be governed by the laws of the State of Colorado without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. You agree to submit to the personal jurisdiction of the state courts and federal courts located within the State of Colorado for the purpose of litigating all such claims or disputes. Any claim or dispute in connection with this Agreement shall be resolved in a cost effective manner through binding non-appearance-based arbitration. The arbitration shall be initiated through an established alternative dispute resolution provider mutually agreed upon by the parties. The alternative dispute resolution provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, we may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction.
11.6 Other. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect.
Please contact us with any questions regarding this Agreement by e-mailing us at:[email protected]