THE FOLLOWING DESCRIBES THE TERMS ON WHICH YOU ARE OFFERED ACCESS TO THIS SITE.
BY USING THE SITE, YOU ACCEPT THESE TERMS AND CONDITIONS.
The terms "SITE" and "Site" shall mean this website.
The terms "Content" and "CONTENT" shall mean any advertisements, content, postings, data or other information including without limitation any and all types and forms of information, data, audio, images, graphics, messages, music, photographs, sound, software, text, video,
The terms "WE", "We", "we", "US", "Us", and "us" mean all owners and proprietors of this Site as well as all owners, subsidiaries, parents, affiliates, co-branders or other "partners", officers, shareholders, employees, directors, agents, representatives, and attorneys thereof.
The terms "PRODUCT", "Product", "PRODUCTS", AND "Products" shall mean any tangible or intangible goods, services or products that are displayed, advertised or promoted on or in the Site or which are purchased or obtained by you as a result of any advertisement or other information or offer on, in or in connection with this Site.
2. TERMS OF SERVICE
3. THE SERVICE
You agree that any new features that augment or enhance the current Site, shall be subject to the TOU, are provided "AS-IS", and that we assume no responsibility for any deletion, lack of timeliness, miss-delivery, or failure to store any user communications or other Content.
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials (herein referred to as "Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not us, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available by or through the Site.
By using the Site you agree (a) you may can be exposed to Content that is false, inaccurate, incorrect, indecent, inappropriate, misleading, objectionable or offensive, and (b) under no circumstances will we be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Site.
You agree to not use the Site to:
disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users of the Site are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges on the Site; or harm minors in any way; or interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site; or impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity; or forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Site; or "stalk" or otherwise harass another; or store or collect personal data about other users; or upload, post, e-mail, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; or upload, post, e-mail, transmit or otherwise make available any Content that is abusive, defamatory, ethnically or otherwise objectionable, harmful, harassing, hateful, invasive of another's privacy, libelous, obscene, racially offensive, threatening, tortuous, unlawful, vulgar or otherwise objectionable; or upload, post, e-mail, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); or upload, post, e-mail, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer or telecommunications equipment; or upload, post, e-mail, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas that are designated for such purpose; or violate (intentionally or unintentionally) any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law; or You acknowledge that WE DO NOT PRESCREEN Content, but that we and our designees shall have the right (but not the obligation) in their sole discretion to refuse, move or remove any Content that is available on or through the Site for any reason or no reason. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by us or submitted to this Site.
You acknowledge and agree that we may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOU; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of us, our users or the public.
You understand that the technical processing and transmission of the Site, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
5. RIGHT TO TERMINATE USE / BANNING OF USE
We retain the unfettered and unrestricted right to terminate or suspend your right to use this Site or any portion thereof at any time and for any reason or no reason, with or without notice.
6. MEMBER ACCOUNT, PASSWORD AND SECURITY
In the event that we provide you with a password or account designation for any service or access to any portion of the Site, you are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify us of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.
7. INTERNATIONAL MATTERS
Acknowledging the international nature of the Internet, you agree to comply with all local laws and rules regarding your conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported to and from the United States or the country in which you reside.
8. CONTENT SUBMITTED TO THE SITE
We claim no ownership of any Content you submit or make available for inclusion on the Site, however with respect to such Content, you grant us the perpetual, irrevocable and fully sub-licensable license to use, distribute, reproduce, modify, adapt, publish, remove, translate, publicly perform and publicly display such Content (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed.
You agree to indemnify and hold us harmless from any claim or demand, including reasonable attorneys' fees and we may incur or be obligated to pay, made by any third party due to or arising out of: (a) any Content you submit, post, transmit or make available through the Site, (b) your use of the Site, (c) your connection to the Site, (e) your violation of the TOU, or (f) your violation of any rights of another.
10. DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers vendors or providers found on or through the Site, including payment and delivery of related Products or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser, vendor or provider. You agree that we shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers vendors or providers on the Site and agree to hold us harmless from any liability arising from such dealings.
You are responsible for paying all applicable taxes, if any, arising out of your us of the Site including without limitation, all sales taxes, use taxes, personal property taxes, customs duties, customs fees, tariffs and other similar governmental charges which arise in any way from your use of or access to the Site. Should we be required by any governmental authority to pay any such charges, you shall reimburse us for any such payments.
The Site may provide, or third parties may provide, links to other Internet sites or resources. Because we have no control over such sites and resources, you acknowledge and agree that we (a) are not responsible for the availability of such sites or resources, (b) do not endorse such sites or resources, and (c) are not responsible or liable for any Content, advertising, Products, services or other materials on or available from or through such sites or resources. You further acknowledge and agree that we 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 use of or reliance on any such Content, advertising, Products, services or other materials on or available from or through any such site or resource.
12. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
A. YOUR USE OF THIS SITE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES AND GUARANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
B. WE MAKE NO WARRANTY OR GUARANTEE THAT (i) THE SITE WILL MEET YOUR REQUIREMENTS, (ii) THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, CONTENT OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS OR NEEDS, OR (V) ANY ERRORS IN THE SITE WILL BE CORRECTED.
C. ANY CONTENT OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH CONTENT OR MATERIAL.
D. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOU
13. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SITE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, PRODUCTS OR SERVICES RESULTING FROM ANY GOODS, PRODUCTS, CONTENT, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS DATA OR OTHER CONTENT; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (v) ANY OTHER MATTER RELATING TO THE SITE.
14. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS MAY NOT APPLY TO YOU.
15. NO RESALE
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Site, use of the Site, or access to the Site.
16. GENERAL PRACTICES REGARDING USE OF THE SITE
You acknowledge that we may establish general practices and limits concerning use of the Site, including without limitation the maximum number of days that e-mail messages, Answer Board postings or other uploaded Content will be retained by the Site, the maximum number or size of e-mail messages that may be sent from or received by an account on the Site, the maximum disk space that will be allotted on our servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Site in a given period of time. You agree that we have responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Site. You acknowledge that we reserve the right to log off or terminate accounts that are inactive for a periods of time. You further acknowledge that we reserve the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
17. MODIFICATIONS TO SITE
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site.
You agree that we, in our sole discretion, may terminate your password, account (or any part thereof) or use of the Site, and remove and discard any Content within the Site, for any reason or no reason, including without limitation, for lack of use or in the belief that you have acted or may act inconsistently with the letter or spirit of the TOU.
We may also in our sole discretion and at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site under any provision of this TOU may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Site. Further, you agree that we shall not be liable to you or any third-party for any termination of your access to the Site.
19. FINANCIAL AND SECURITIES MATTERS AND TRANSACTIONS
If you intend to create or join any service, receive or request any news, messages, alerts or other information from the Site concerning the purchase or sale of companies or businesses, stock quotes, the making of investments, the receiving of investment, or securities, please read the above Sections again.
We shall not be responsible or liable for the accuracy, usefulness or availability of any information transmitted or made available by or through the Site, and shall not be responsible or liable for any trading or investment decisions made based on such information.
20. WE ARE NOT RESPONSIBLE FOR TRANSACTIONS WITH THIRD PARTIES
The Site is only a virtual location. When users advertise, obtain information and share information, including information about business and other opportunities. We are not involved in, or a party to, any resulting transactions between any user or third party.
We encourage you to use the same care you would utilize in dealing with strangers you may meet in other venues. You hereby acknowledge that there are risks of dealing with foreign nationals, underage persons or people acting under false pretense. Our Site contains (or is expected to contain) information submitted by others not associated us. All or much of the Content that can be accessed from the Site will not be verified by us. To the extent that we may verify or attempt to verify information on the Site, we have no obligation to correct such information or warn you about incorrect, incomplete, misleading, or even fraudulent information, even if we know, should know, or suspect that such information is in fact incorrect, incomplete, misleading, or even fraudulent.
You irrevocably acknowledge and agree that: (a) we have no control over the truth or accuracy of information that can be accessed from the Site, nor any obligation to exercise any control, and (b) that we exercise any right or have the power to delete, edit or modify information on the Site, or to exclude, restrict or prohibit use of the Site by specific third parties shall not establish, create or contribute to any obligation on the part of us to do so, even if we are informed of specific adverse consequences of the failure to do so. For legal reasons, we are may elect to refrain from controlling the information provided by other users of the Site (including feedback and postings). By its very nature, other people's information may be offensive, harmful or inaccurate, and in some cases will be mislabeled or deceptively labeled. We expect that you will use caution -- and common sense -- when using the Site.
We have no control over (a) the truth or accuracy of listings, club information, event details, ads or other information accessed from the Site (b) the means, ability, rights, morals or ethics of any sellers with respect to the sale, purchase or transfer of any real, tangible or intangible property, (c) the means, ability, rights, morals or ethics of any buyers with respect to the sale, purchase or transfer of any real, tangible or intangible property, or (d) the means, ability, rights, morals or ethics of any intermediaries or other parties with respect to the sale, purchase or transfer of any real, tangible or intangible property.
We encourage you to communicate directly with others (including references which we encourage you to ask for and query) to help you evaluate with whom you are dealing. Because we do not and cannot be involved in user-to-user dealings, in the event that you have a dispute with any third parties or other users of the Site, you hereby agrees to release and hold us harmless from any claims, costs, demands and damages (actual and consequential) of every kind and nature, disclosed or undisclosed, known or unknown, suspected or unsuspected, arising out of or in any way connected with such disputes. You waive California Civil Code section 1542 (to the extent it may be applicable) as well as any other similar rights you may have under any other statute, case law, code regulation or other law. California Civil Code section 1542 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."
Notices to you may be made via either e-mail or regular mail. The Site may also provide notices by displaying notices or links to notices to you generally on the Site.
23. COPYRIGHTS AND COPYRIGHT AGENTS
Our Copyrights Policy and Copyright Agent information is hereby incorporated by reference into the TOU.
The TOU constitutes the entire agreement between you and us and governs your use of the Site, superseding any prior agreements between you and us.
You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software. The TOU and the relationship between you and us shall be governed by the laws of the State of Minnesota USA without regard to its conflict of law provisions. You and us agree to submit to the personal and exclusive jurisdiction of the courts located within the county of St. Louis, Minnesota, USA.
The failure of us to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOU remain in full force and effect.
You agree that regardless of any statute or law to the contrary, any claim or cause of action you may have which arises out of or is related to use of the Site or the TOU must be filed within one (1) year after such claim or cause of action arises or such claim or cause of action shall be forever barred.