Last Updated: December 12, 2011
The Website is an online platform to inform visitors and registrants about real estate and other resources. Visitors and Registrants about various investment methodologies, strategies and vehicles. Visitors will be able to browse certain sections of the Website but cannot participate in our tracking and other premium functionality without first becoming Registrants.
1. This Agreement.
1.1 Acceptance. Please read this Agreement carefully before accessing the Website. In order to use the Website, you must first agree to this Agreement. By accessing the Website, Visitors indicate that they have read and agree to be bound by the terms and conditions set forth in this Agreement. Registrants indicate such agreement by means of a click-through consent, as available. If you do not agree to be bound by this Agreement, you are not authorized to use the Website. Furthermore, you are not authorized to use the Website if (i) you are not of legal age or otherwise do not have the legal capacity to form a binding contract with Operator, or (ii) you are a person barred from using the Website either (a) under the laws of the jurisdiction in which you are resident or from which you are attempting to access the Website, or (b) due to prior violations of this Agreement.
1.2 Modification. We reserve the right to modify this Agreement at any time. You agree to review this Agreement periodically to be aware of such modifications. You further agree that your continued use of the Website shall be deemed to be your conclusive acceptance of any modified version of this Agreement. We will indicate that changes to this Agreement have been made by updating the date indicated after “Last Updated” at the beginning of this Agreement. If you do not agree to abide by the initial version or any modified version of this Agreement, then you are not authorized to use the Website. A current version of this Agreement is accessible via the footer of the Website’s homepage.
2.1 Registrant Profile; Password. You will only be able to use certain functionality of the Website if you register with us. If you decide to register with us, you will receive a user ID and password (“Profile”) to access your registration account (“Account”). You shall not allow any third party to use your Profile to access any of the Website and to safeguard the information that would allow another person or entity to access the Website by using your Profile. You are responsible for your failure to safeguard such information and/or to allow any other person or entity to access or use the Website by using your Profile. You may not sell or otherwise transfer any part of a Profile or Account. You shall notify Operator immediately of any unauthorized use of your Profile, Account or any portion of the Website. Operator shall not be liable for any loss that results from the unauthorized use of your Profile or Account, either with or without your knowledge.
2.2 Accurate Information. You shall provide us with accurate, complete and current information about yourself during registration, and to update information provided to us if and as soon as such information should change.
2.3 Disabling or Revocation of Account. We have the right to cancel your registration for any reason (without having to specify the reason) or for no reason at any time, as determined in our sole discretion, including without limitation if we believe you have violated this Agreement. If we disable access to your Account, you may be prevented from accessing the Website, your Account details and/or any files or other various materials, including without limitation all texts, comments, icons, images, message, tags, links, photographs, audio, video and other content appearing on the Website (collectively, “Content”) which are contained in or accessible through your Account, all of which may be deleted by us.
2.4 Cessation of Services. The form and nature of the products or services offered through the Website may change from time to time without prior notice to you. As part of our continuing innovation, Operator may stop (permanently or temporarily) providing certain Website features to you in Operator’s sole discretion, without prior notice to you.
3.1 Our Fees. Registration is currently free, but those Registrants who wish to make a listing or show an advertising are required to pay the associated fees described in connection therewith. (collectively, "Fees"). Fees may be updated from time to time by us. Fees charged are strictly non-refundable, except for due to fraud or other extenuating circumstances, as determined by Operator in our sole discretion. We reserve the right to increase or otherwise modify our Fees at any time. Advertisement space purchased by you shall be against our remaining inventory and may be shown by Operator in connection with certain Content (as hereinafter defined) as determined in our sole discretion.
3.2 Processing Fees; Information. In order to process the Fees paid by you, you will be asked by us to supply certain payment information, including without limitation, your full name, address and credit card information. You shall provide us with accurate, complete and current information at all times, and to comply with the terms and conditions of this Agreement and any ancillary agreement by our credit card settlement provider in connection with the payment of Fees. Operator and/or such a provider may store and use your payment information (including credit card information) for processing payments and otherwise in connection with your requests.
3.3 All Charges Final. Except as described in Section 3.4 below, all Fees incurred by you through your Account are final. Your right to use the Website is conditional on our receipt of all applicable Fees. If any such payment cannot be charged to your credit card or if a charge is refunded for any reason, including without limitation chargeback, we reserve the right to suspend or terminate your Account, which may involve the deletion of any Submitted Content accessible by your Account or posted by you to the Website. You are fully responsible for all charges made under your Account.
3.4 Refunds of Fees. In the event that we charge you Fees in error, you shall be refunded (as a credit to your credit card) such mistakenly charged Fees upon either (i) receipt of written notice by you regarding such mistake and its independent verification by us, or (ii) Operator independently learning of and verifying such mistake. The refund provided by us shall be your sole remedy for any mistaken charge of Fees. If you notice any charge on your credit card account that you did not authorize, you must report this charge to us and to your credit card company immediately. Fraudulent charges made through your credit card should be resolved with your credit card company immediately.
3.5 Taxes. You are responsible for paying all Fees and applicable taxes associated with your use of the Website in a timely manner with a valid payment method. If your payment method fails or your account is past due, we will collect fees owed using other collection mechanisms (including without limitation deducting the amount owed from your credit card and for accounts over 180 days past due retaining collection agencies and legal counsel).
3.6 Fee Increases; Storage. At any time in our sole discretion we may decide to increase our Fees for certain of the services available through the Website and we may impose certain space requirements regarding the storage of Submitted Content. In such an event, the list of our Fees shall be updated.
4. Submitted Content; Review of Submitted Content; Usage Restrictions.
4.1 Submitted Content. Operator may offer Registrants the opportunity to post certain Content to the Website in connection with certain interactive Website features including without limitation commenting on articles and participating in discussion forums (“Submitted Content”). We encourage you to enjoy and contribute to these forums but at the same time ask that you be responsible Website community members who adhere to the applicable terms relating to such forums hereunder, so that all participating Registrants can have an equally enjoyable experience. To this end, you acknowledge and agree that (i) Operator has no obligation to use or respond to any Submitted Content, other than for a listing or advertisement submitted by you whose applicable Fees have been paid; (ii) the provision of Submitted Content by you in no way imposes any other obligation on Operator, whether of confidentiality, attribution, or otherwise (other than for a listing or advertisement submitted by you whose applicable Fees have been paid), and Operator shall not be liable for any use or disclosure of any Submitted Content; (iii) all Submitted Content submitted by you shall be accurate and shall not violate the copyright, trademark, patent, trade secret, right of publicity or any other intellectual property or other right of any third party; (iv) you will not post any Submitted Content to the Website which contains Trademarks (as hereinafter defined) or other third party materials prohibited under this Section 4.1 or otherwise by law, (v) you hereby waive any and all claims (including, without limitation, claims based upon invasion of privacy, defamation, false light, or right of publicity) arising out of any alteration, distortion or other use of your name, image or likeness or that of any third party which is included in any Submitted Content (including without limitation your photograph or the photograph of a third party), (vi) you will not post any Submitted Content to the Website that was previously published or which is otherwise unoriginal and you shall pay for all royalties, fees and any other monies owing any person by reason of any Submitted Content that you post to the Website, other than for a listing or advertisement submitted by you whose applicable Fees have been paid (vii) Submitted Content may be subject to size and usage limitations, and you are responsible for adhering to such limitations, and (viii) all Submitted Content shall comply with the provisions of Section 4.3 hereof specifically and all other applicable sections of this Agreement. Without limiting any other provisions of this Agreement, if any of your Submitted Content includes the name, image or likeness of any person, you represent and warrant that you have the exclusive and irrevocable right to exploit, and to permit others to exploit, the name, image and likeness of such person, and to use any photograph and/or other image of such person, however reproduced or depicted, in your sole discretion, and free and clear of any obligation of compensation to you or anyone else, and you hereby transfer all such rights to Operator.
4.2 Quality and Review of Submitted Content. Operator does not and shall not have any obligation to review Submitted Content, and even if Operator does review Submitted Content it will do quickly in order to make sure that such Submitted Content is appropriate and inoffensive. Thus we do not guarantee the accuracy, integrity or quality of any Submitted Content and we cannot assure that harmful, inaccurate, misleading, deceptive, offensive, threatening, defamatory, unlawful or otherwise objectionable Submitted Content will not appear on the Website. Notwithstanding the foregoing or anything to the contrary herein, Operator has the absolute right (but not the obligation) to pre-screen, review, flag, filter and monitor all Submitted Content in our sole discretion, and that Operator reserves the right to alter, edit, refuse to post or remove any Submitted Content, in whole or in part, for any reason or for no reason, and to disclose such materials and the circumstances surrounding their transmission to any third party in order to satisfy any applicable law, regulation, legal process or governmental request and to protect ourselves, Registrants, Visitors or our service providers, all in our sole discretion.
4.3 Usage Restrictions. You shall not (and you shall not permit anyone else) to copy, modify, create a derivative work of, reverse engineer, translate, adapt or decompile (or attempt to translate, adapt or decompile) or otherwise attempt to extract any software underlying the Website.
You further agree not use the Website in any manner that:
(a) is designed to interrupt, or destroys or limits the functionality of, any computer software or hardware or telecommunications equipment;
(b) interferes with or disrupts the Website, websites connected to the Website, or otherwise interferes with operations or services of the Website in any way;
(c) infringes any copyright, trademark, trade secret, patent or other right of any party (including the promoting of an illegal or unauthorized copy of another person's copyrighted work), or defames or invades the publicity rights or the privacy of any person, living or deceased (or impersonates any such person);
(d) is false, misleading, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable, as determined by Operator in our sole discretion;
(e) causes us to lose (in whole or part) the services of our internet service providers or other suppliers;
(f) consists of any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation; causes us to lose (in whole or part) the services of our internet service providers or suppliers;
(g) links to or uses materials or other content, directly or indirectly, to which you do not have a right to link or use; or
(h) violates, or encourages others to violate, this Agreement or any ancillary agreement to this Agreement, or violates or encourages others to violate any applicable local, state, national, or international law.
4.4 Grant of License to Submitted Content. By posting Submitted Content to the Website or by otherwise submitting Submitted Content to us, you automatically grant, and represent and warrant that you have the right to grant to Operator, a non-exclusive, perpetual, irrevocable, sub-licensable (through multiple tiers), assignable, fully-paid, royalty free, and worldwide license to use, copy, modify, adapt, publish, make, sell, publicly display, derive revenue or other remuneration from, communicate to the public, distribute (through multiple tiers), perform or display such Submitted Content (in whole or in part) and/or to create derivative works of or incorporate such Submitted Content in other works in any form, media, or technology now known or later developed, and to grant and authorize sublicenses of the foregoing through multiple tiers of sub-licensees, including the right to exercise the copyright, right of publicity, and any other rights contained in or accompanying such Submitted Content for any purpose, including without limitation for purposes of advertising and publicity on the Website and elsewhere. Operator shall not be limited in any way in its use, commercial or otherwise, of any Submitted Content, and you hereby waive any moral rights in, or approval rights to, any Submitted Content you post on the Website or otherwise provide us. Further, we reserve the express right to incorporate any Submitted Content posted to the Website or otherwise conveyed by any Registrant to Operator into any further work, in any medium now or hereafter known, without prior consent or review, and without attribution or payment of any royalty or fee whatsoever.
5. Intellectual Property.
5.1 Proprietary Rights. The Website contains various Content which is protected by the copyright, trademark and other laws of the United States and/or other jurisdictions. Other than for Submitted Content and third party Trademarks and/or other third party intellectual property appearing on the Website, as between you and Operator, all right, title and interest (including without limitation all copyright, trademark, patent, trade secret and other intellectual property rights) in and to Website (including without limitation all Content appearing therein) belongs to Operator, and that you have no rights in and to the Website other than as expressly set forth in this Agreement. Except for that information which is in the public domain or for which you have been given express written permission by Operator, no Content may be sold, copied, reproduced, republished, uploaded, displayed, posted, transmitted, distributed, modified, publicly performed, used in any derivative works based thereon or otherwise used for any public or commercial purpose without the prior written consent of Operator or, where applicable, our licensors. However, you may print copies of materials on the Website for your personal, noncommercial use only, provided that you must keep intact all copyright, Trademark, and other proprietary notices appearing therein and that you use such materials in the manner permitted by this Agreement, but not in any manner which competes with Operator.
5.2 Copyright Agent. The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe that your work has been copied and posted on the Website in a way that constitutes copyright infringement, please provide our copyright agent with the following information: an electronic or physical signature of the copyright owner or of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Website; your address, telephone number, and e-mail address; 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; 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 the copyright owner's behalf. Any notification by a copyright owner or a person authorized to act on its behalf that fails to comply with requirements of the DMCA shall not be considered sufficient notice and shall not be deemed to confer upon Operator actual knowledge of facts or circumstances from which infringing material or acts are evident. Operator's copyright agent for notice of claims of copyright infringement can be reached as follows:
Name: ABC Technology LLC Copyright Agent
Address: 30 Belmont Pl Passaic NJ 07055
We suggest that you consult your legal advisor before filing a notice with Operator’s copyright agent. You should note that there can be penalties for false claims under the DMCA. Operator will, in appropriate circumstances and to the extent plausible, terminate the right of Visitors or Registrants who infringe the rights of copyright holders to interact with certain portions of the Website.
5.3 Trademarks. All Trademarks mentioned on the Website are the property of their respective owners. Operator is not affiliated with, or sponsored or endorsed by, any other third party trademark owner whose Trademark appears on the Website. As used herein, the term “Trademarks” means, collectively, all service names, graphics, designs, logos, page headers, button icons, scripts, commercial markings, and trade dress appearing on the Website which indicate a source of goods or services. Trademarks are protected by the trademark laws of the United States and/or other jurisdictions. You may not use, copy, reproduce, republish, distribute or modify any Trademarks in any way, including without limitation the distribution of Content for advertising or publicity or otherwise, without our prior written consent or the consent of such third party Trademark holder, as applicable.
5.4 Removal of Notices. You shall not remove, obscure, or alter any proprietary rights notices (including copyright and Trademark notices) which may be affixed to or contained within any Content, and that you will abide by all such notices.
6. Third Parties. Your participation, correspondence or business dealings (including without limitation trading accounts) with any third party found on or through the Website (regarding payment and delivery of specific assets or otherwise), and any other terms, conditions, representations or warranties associated with such dealings, are solely between you and such third party. We do not endorse any product or service advertised on the Website, and we do guarantee the accurateness or validity of any Submitted Content. Operator shall not be responsible or liable for any loss, damage, or other matters of any sort incurred as the result of such dealings or otherwise involving such third parties. If applicable, you shall pay all applicable sales, transfer or other taxes and all duties, whether international, national, state, or local, however designated, which are levied or imposed by reason of any transaction executed in connection with any third party with whom you communicate or have communicated through your use of the Website.
7. Links. The Website may contain links to other websites (collectively, “Linked Sites”). None of the Linked Sites are under the control of Operator and Operator is not responsible for the content of any Linked Site, including without limitation any link contained in a Linked Site, any changes or updates to a Linked Site or the availability of Linked Site, and Operator does not endorse and is not responsible or liable for any content, advertising, services, products, or other materials on or available from a Linked Site including but not limited to destructive viruses. Operator is not responsible for any form of transmission received from any Linked Site whatsoever. Operator is providing these links to you only as a convenience, and the inclusion of any link does not imply an endorsement by Operator of a Linked Site or any association with its operators or owners or an endorsement of Operator by the operators or owners of any Linked Site. Operator shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, advertising, services, products, or other materials on or available from a Linked Site. All of your activity on or in connection with any Linked Site shall be subject to the policies and procedures of the owner of such Linked Site.
8. Release. You hereby release each of the Operator Parties from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with a dispute between you and any third party in connection with your use of the Website, directly or indirectly.
10. Indemnification. You hereby agree tp indemnify, defend and hold harmless each of the Operator Parties from all claims, demands, actions, losses, expenses, and damages (actual and consequential, direct and indirect) of every kind and nature, including without limitation reasonable attorneys' fees and disbursements, made by any third party due to or arising out of your (i) breach of any of your representations, warranties, covenants or obligations under this Agreement, (ii) negligence or misconduct, or (iii) violation of any law or regulation. You shall provide all applicable Operator Parties with prompt written notice of any claim covered by this Section 10, and you shall have the right and duty to assume the control of the defense thereof with counsel reasonably acceptable to each such applicable Operator Party, and each such applicable Operator Party may take part in and/or to fully assume such defense, at its own expense in its sole discretion, after you assume the control thereof. You shall not enter into any settlement that any of the Operator Parties believes is adverse to its interests without receiving the prior written consent of each such Operator Party. None of the Operator Parties shall be obligated to participate in any settlement which such party reasonably believes would have an adverse effect on such party’s business interests.
11. DISCLAIMER OF WARRANTIES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE AND AGREE TO EACH OF THE PROVISIONS SET FORTH IN SECTIONS 11.1 AND 11.2 BELOW:
11.1 YOUR SOLE RISK. YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK AND THE WEBSITE IS PROVIDED "AS IS", “WHERE IS” AND "AS AVAILABLE". NONE OF THE OPERATOR PARTIES ASSUMES ANY RESPONSIBILITY FOR YOUR USE OF THE WEBSITE INCLUDING WITHOUT LIMITATION ALL CONTENT PROVIDED THROUGH THE WEBSITE, AND MAKES NO PROMISES, GUARANTEES, PREDICTIONS OF SUCCESS OR ANY CLAIMS TO SPECIAL EXPERIENCE, INSIGHT, OR EXPERTISE IN ENABLING YOU TO MAKE USE OF THE WEBSITE’S FUNCTIONALITY OR CONTENT. NOTHING IN THIS AGREEMENT SHALL CREATE ANY EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION BY OPERATOR. IN PARTICULAR, EACH OF THE OPERATOR PARTIES EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION THAT (I) YOUR USE OF THE WEBSITE WILL MEET YOUR REQUIREMENTS, (II) YOUR USE OF THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERRORS OR OMISSIONS, (III) DATA AND OTHER INFORMATION APPEARING WEBSITE WILL BE ACCURATE, RELIABLE, COMPLETE OR CURRENT, (IV) DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY PORTION OF THE WEBSITE WILL BE CORRECTED OR UPDATED, AND (V) WE ARE IN ANY WAY LIABLE FOR ANY LOSS OR DAMAGE WHATSOEVER THAT MAY DIRECTLY OR INDIRECTLY RESULT FROM ANY INFORMATION, REPRESENTATION OR OMISSION, WHETHER NEGLIGENT OR OTHERWISE, CONTAINED ON THE WEBSITE.
11.2 MATERIAL AND TRANSACTIONS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DONE AT YOUR SOLE DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA, OR ANY OTHER LOSS, THAT RESULTS FROM THE DOWNLOAD OR OTHER USE OF ANY SUCH MATERIAL. NONE OF THE OPERATOR PARTIES ENDORSES OR IS RESPONSIBLE FOR ANY CONTENT, INCLUDING WITHOUT LIMITATION SUBMITTED CONTENT OR OTHER THIRD PARTY CONTENT, APPEARING ON THE WEBSITE. NONE OF THE OPERATOR PARTIES IS RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF YOUR INTERACTION WITH ANY THIRD PARTY INCLUDING ANY TRANSACTION ENGAGED IN BY YOU THROUGH THE WEBSITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM OPERATOR OR THROUGH THE WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT, AND NONE OF THE OPERATOR PARTIES SHALL HAVE ANY LIABILITY, OBLIGATION OR RESPONSIBILITY TO YOU OR ANY OTHER PERSON FOR ANY LOSS, DAMAGE, OR ADVERSE CONSEQUENCE ALLEGED TO HAVE HAPPENED DIRECTLY OR INDIRECTLY THROUGH YOUR USE OF THE WEBSITE. SPECIFICALLY, EACH OF THE OPERATOR PARTIES DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR ANY PARTICULAR PURPOSE IN CONNECTION WITH YOUR USE OF THE WEBSITE, INCLUDING WITHOUT LIMITATION ANY TRANSACTION ENGAGED IN BY YOU THROUGH THE WEBSITE OR YOUR USE OF ANY CONTENT.
12. LIMITATION OF LIABILITY.
12.1 LIMITED LIABILITY AND DAMAGES. IN NO EVENT SHALL ANY OF THE OPERATOR PARTIES BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEBSITE (INCLUDING WITHOUT LIMITATION ARISING OUT OF ANY CONTENT OBTAINED OR TRANSACTION ENGAGED IN BY YOU THROUGH THE WEBSITE), WHETHER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION NEGLIGENCE, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, OR ANY OTHER INTANGIBLE LOSS OR DAMAGE. WITHOUT LIMITING THE FOREGOING, NONE OF THE OPERATOR PARTIES SHALL BE LIABLE FOR ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU AS A RESULT OF (I) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, OR EXISTENCE OF ANY CONTENT, INCLUDING WITHOUT LIMITATION ANY TECHNICAL, TYPOGRAPHICAL, OR PHOTOGRAPHIC ERRORS, (II) ANY CHANGES WHICH OPERATOR MAY MAKE TO THE WEBSITE, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE WEBSITE (OR ANY FEATURES CONTAINED ON THE WEBSITE), (III) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, INCLUDING WITHOUT LIMITATION SUBMITTED CONTENT, (IV) YOUR FAILURE TO PROVIDE US WITH (A) IMMEDIATE NOTICE OF ANY BREACH OF THIS AGREEMENT BY A REGISTRANT OR VISITOR OF WHICH YOU BECOME AWARE, OR (B) ACCURATE ACCOUNT INFOMRATION, (V) YOUR FAILURE TO KEEP YOUR ACCOUNT INFOMRATION SECURE AND CONFIDENTIAL, OR (VI) ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY THIRD PARTY THROUGH THE WEBSITE OR WHICH WAS INITITAED THROUGH THE WEBSITE.
12.2 CAP ON LIABILITY. IN NO EVENT SHALL ANY OF THE OPERATOR PARTY’S AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE EXCEED THE LESSER OF (I) THE CUMULATIVE AMOUNT OF THE FEES PAID TO OPERATOR (IF APPLICABLE) BY YOU OVER THE SIX (6) MONTH PERIOD PRECEDING A CLAIM OR CAUSE OF ACTION ARISING IN CONNECTION WITH SUCH LIABILITY, OR (II) ONE THOUSAND DOLLARS ($1,000).
12.3 EXCEPTIONS. THE LIMITATIONS ON THE LIABILITY OF ANY OPERATOR PARTY TO YOU IN THIS SECTION 12 SHALL APPLY WHETHER OR NOT ANY SUCH OPERATOR PARTY HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY LIABILITY, LOSSES OR DAMAGES ARISING IN CONNECTION WITH THE WEBSITE. SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS IN SECTIONS 11 OR 12 HEREOF MAY NOT APPLY TO YOU.
13. No Endorsement. Operator is not affiliated with, or sponsored or endorsed by, any other specific product or service advertised or otherwise referenced on the Website, and does not guarantee the accurateness or validity of Submitted Content. The owners of any third party Trademark or copyright appearing on the Website are not sponsors of Operator or the Website and have not endorsed and are not affiliated with Operator or the Website.
14. No Agency. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created between you and Operator by this Agreement.
16. Governing Law; Jurisdiction. This Agreement shall be governed by and construed in accordance with the internal laws of the State of New Jersey, excluding conflict of laws provisions thereof. You hereby agree to the personal and exclusive jurisdiction by and venue in the courts located within Passaic County, New Jersey, and to receive service of process through certified mail or by other means sanctioned by law, and the parties expressly waive any claim of improper venue and any claim that such courts are an inconvenient forum.
17. Timely Filing of Claims. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITE INCLUDING WITHOUT LIMITATION YOUR USE OF THE WEBSITE, MUST BE FILED BY YOU PURSUANT TO SECTION 16 ABOVE WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR IS CLAIMED TO HAVE ARISEN.
18. Notices. All notices hereunder shall be given by certified mail, postage prepaid and return receipt requested, to: ABC Technology LLC, Attn: Mr. Bub, with an electronic copy to email@example.com , and to a Registrant by electronic mail at the email address listed in such Registrant’s Account. Notice shall be deemed given three (3) days after the date of such mailing, and in the case of electronic mail, upon the receipt of such message.
19. Assignment. You shall not resell or assign your rights, duties or obligations under this Agreement and that any attempted assignment or delegation will be void and of no force or effect whatsoever. This Agreement may be automatically assigned by Operator, in our sole discretion, to a third party, and such an assignment will inure to the benefit of our successors, assigns and/or licensees. Without limitation of the foregoing, we may sell, transfer or otherwise share some or all of our assets, including without limitation your personal information, with any parent company, subsidiary, joint venture, and a company under our common control, as well as with a potential acquirer, including without limitation in connection with a merger, reorganization, or sale of assets, or in the event of bankruptcy. In each such an event, the personal information we have collected from you may be one of the assets transferred.
20. Validity; Section Headings. If any provision of this Agreement is held to be invalid by a court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. Section headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
21. Waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to a subsequent or similar breach or subsequent or similar breaches. If Operator does not exercise or enforce any legal right or remedy which is contained in this Agreement (or which Operator has the benefit of under any applicable law), such actions shall or inaction not be taken to be a formal waiver of Operator’s rights and that those rights or remedies will still be available to Operator.
22. Survival. The provisions of this Agreement will survive termination or expiration to the extent necessary to carry out the obligations of you and Operator.
23. Contact Us. If you have any questions or concerns regarding the Website, please contact us by e-mail at firstname.lastname@example.org or write to us at ABC Technology LLC, Attn: Mr. Bub.