Terms of Service
Position² owns or operates websites and offers a number of commercial internet services which may be accessed via the internet through a variety of devices or transmission types which may be now known or hereafter developed (the “Position² Service”).
All Position² Services are subject to this Position² Terms of Service (the “PTOS”). This PTOS may be updated by Position², at our sole discretion, at any time and without notice to you. In addition, when using any Position² Services you agree to comply with all local, state, federal and international laws, rules and regulations.
POSITION² COMMUNICATIONS
You acknowledge and agree that the Position² Service may include periodic communications from Position², such as marketing announcements; administrative messages; technical bulletins; or product announcements; and you will not be able to opt out of receiving them, other than by requesting that Position² delete your account.
POSITION² PRIVACY POLICY
All non-public personally identifiable information (“PII”) obtained by Position², through the performance of any Position² Service or any other means, is subject to the Position² Privacy Policy, located at http://www.position2.com/privacy-policy . You acknowledge and agree that by using a Position² Service you consent to the terms and conditions of the Position² Privacy Policy, which is incorporated herein by reference.
CONSENT
You represent that you are of legal age to form a binding contract and are not barred from receiving goods or services under the laws of any country or other applicable jurisdiction. You also represent that all information provided to Position² is true, accurate and complete, that you will ensure it remains true, accurate and complete at all times. Any breach of this section, or a reasonable belief by Position² of such a breach, shall give Position² the right to immediately terminate your account and refuse to provide any and all current or future Position² Services.
You grant Us and Our licensors, licensees and successors a non-exclusive, perpetual, royalty free, fully paid up, worldwide, limited right to use your name, trademarks, service marks and logos in the production of marketing materials promoting Position² Services. All goodwill from the use of Your trademarks shall inure to Your benefit.
PROHIBITED ACTIVITIES
You agree to not use the Position² Service to take any actions or make available any content that:
(i) is unlawful, harmful, tortious, defamatory, vulgar, obscene, invasive of another’s privacy, hateful, racially or ethnically discriminatory, or otherwise objectionable;
(ii) violates or infringes any patent, trademark, trade secret, copyright or other intellectual property rights of any third party;
(iii) for which you do not have sufficient legal rights;
(iv) violates any applicable local, state, federal or international law, including any rules or regulations having the force of law;
(v) violates any contractual or fiduciary obligation;
(vi) is designed to interrupt, change, adversely effect or limit the functionality of any computer software or hardware or telecommunications equipment;
(vii) collects or stores personal data of third parties without their knowledge and informed consent.
You acknowledge, consent and agree that Position² may access, preserve and disclose your PII and other information if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) provide the Position² Services, (b) comply with legal process; (c) enforce the PTOS; (d) respond to claims that the rights of any third parties have been violated; or (d) protect the rights, property or personal safety of Position², its users and the public.
INDEMNITY
You agree to defend, indemnify and hold harmless Position², and its subsidiaries, affiliates, officers, agents, employees, partners and licensors (the “Position² Entities”) from any claim, demand, or lawsuit including reasonable attorneys’ fees, made by any third party due to or arising out of any action or inaction on your part, including without limitation, your violation of the PTOS, or your violation of any rights of another.
MODIFICATION OR TERMINATION OF THE SERVICE
Position² reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Position² Service (or any part thereof) with or without notice. You agree that Position² shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Position² Service.
DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE POSITION² SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. POSITION² AND THE POSITION² ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
POSITION² AND THE POSITION² ENTITIES MAKE NO WARRANTY THAT (i) THE POSITION² SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; AND (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE POSITION² SERVICE WILL BE ACCURATE OR RELIABLE.
NO ADVICE OR OTHER COMMUNICATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM POSITION² OR THROUGH OR FROM THE POSITION² SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE PTOS.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT POSITION² AND THE POSITION² ENTITIES SHALL NOT BE LIABLE TO YOU FOR ANY 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 POSITION² HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE POSITION² SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; OR (iii) ANY OTHER MATTER RELATING TO THE POSITION² SERVICE. IN NO EVENT SHALL POSITION²’S LIABILITY TO YOU UNDER THIS PTOS EXCEED ONE THOUSAND DOLLARS.
GENERAL INFORMATION
This PTOS grants no rights or license to any intellectual property rights of Position², and this PTOS is the entire agreement between you and Position², relating to the Position² Service.
You agree that, except as otherwise expressly provided in this PTOS, there shall be no third-party beneficiaries to this PTOS.
The failure of Position² to exercise or enforce any right or provision of the PTOS is not a waiver of such right or provision. If any provision of the PTOS is found by a court of competent jurisdiction to be invalid, the remainder of the PTOS shall remain in full force and effect.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Position² Service or the PTOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.
You acknowledge and agree that Position² may provide you with notice via email, and such notice will be deemed given upon the sending of said email.
The PTOS and the relationship between you and Position² shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and Position² agree that any and all disputes, controversies and claims arising out of or relating to this PTOS shall be settled and determined exclusively by binding arbitration in Santa Clara County, California which is a mutually convenient and agreed upon venue.
2012
