WEBSITE TERMS OF
SERVICE TEMPLATE
Last updated [month day, year]
AGREEMENT TO TERMS
These Terms of Service constitute a legally binding agreement made between you,
whether personally or on behalf of an entity (“you”) and [business entity name] (“we,”
“us” or “our”), concerning your access to and use of the [website name.com] website 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 Service. If you do not agree with all of these Terms of
Service, then you are expressly prohibited from using the Site and you must discontinue
use immediately.
Supplemental Terms of Service 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 Service at any
time and for any reason.
We will alert you about any changes by updating the “Last updated” date of these
Terms of Service, and you waive any right to receive specific notice of each such
change.
It is your responsibility to periodically review these Terms of Service 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 Service by your continued use of
the Site after the date such revised Terms of Service 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.
These terms of service were created using Termly.
Option 1: The Site is intended for users who are at least 18 years old. Persons under
the age of 18 are not permitted to register for the Site.
Option 2: [The Site is intended for users who are at least 13 years of age.] All users who
are minors in the jurisdiction in which they reside (generally under the age of 18) must
have the permission of, and be directly supervised by, their parent or guardian to use
the Site. If you are a minor, you must have your parent or guardian read and agree to
these Terms of Service prior to you using 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 Service, 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 Service;
[(4) you are not under the age of 13;]
(5) not a minor in the jurisdiction in which you reside[, or if a minor, you have received
parental permission to use the Site];
(6) you will not access the Site through automated or non-human means, whether
through a bot, script, or otherwise;
(7) you will not use the Site for any illegal or unauthorized purpose;
(8) 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.
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.
25. [other]
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:
1. 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.
2. 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 Service.
3. 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
Service.
4. your Contributions are not false, inaccurate, or misleading.
5. your Contributions are not unsolicited or unauthorized advertising, promotional
materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of
solicitation.
6. your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing,
libelous, slanderous, or otherwise objectionable (as determined by us).
7. your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
8. your Contributions do not advocate the violent overthrow of any government or
incite, encourage, or threaten physical harm against another.
9. your Contributions do not violate any applicable law, regulation, or rule.
10. your Contributions do not violate the privacy or publicity rights of any third party.
11. 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.
12. 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;
13. your Contributions do not include any offensive comments that are connected to
race, national origin, gender, sexual preference, or physical handicap.
14. your Contributions do not otherwise violate, or link to material that violates, any
provision of these Terms of Service, or any applicable law or regulation.
Any use of the Site in violation of the foregoing violates these Terms of Service 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 [or making Contributions accessible
to the Site by linking your account from the Site to any of your social networking
accounts], 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, retitle, 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.
GUIDELINES FOR REVIEWS
We may provide you areas on the Site to leave reviews or ratings. When posting a
review, you must comply with the following criteria:
(1) you should have firsthand experience with the person/entity being reviewed;
(2) your reviews should not contain offensive profanity, or abusive, racist, offensive, or
hate language;
(3) your reviews should not contain discriminatory references based on religion, race,
gender, national origin, age, marital status, sexual orientation, or disability;
(4) your reviews should not contain references to illegal activity;
(5) you should not be affiliated with competitors if posting negative reviews;
(6) you should not make any conclusions as to the legality of conduct;
(7) you may not post any false or misleading statements;
(8) you may not organize a campaign encouraging others to post reviews, whether
positive or negative.
We may accept, reject, or remove reviews in our sole discretion. We have absolutely no
obligation to screen reviews or to delete reviews, even if anyone considers reviews
objectionable or inaccurate. Reviews are not endorsed by us, and do not necessarily
represent our opinions or the views of any of our affiliates or partners.
We do not assume liability for any review or for any claims, liabilities, or losses resulting
from any review. By posting a review, you hereby grant to us a perpetual, non-
exclusive, worldwide, royalty-free, fully-paid, assignable, and sublicensable right and
license to reproduce, modify, translate, transmit by any means, display, perform, and/or
distribute all content relating to reviews.
MOBILE APPLICATION LICENSE
Use License
If you access the Site via a mobile application, then we grant you a revocable, non-
exclusive, non-transferable, limited right to install and use the mobile application on
wireless electronic devices owned or controlled by you, and to access and use the
mobile application on such devices strictly in accordance with the Terms of Service of
this mobile application license contained in these Terms of Service.
You shall not:
(1) decompile, reverse engineer, disassemble, attempt to derive the source code of, or
decrypt the application;
(2) make any modification, adaptation, improvement, enhancement, translation, or
derivative work from the application;
(3) violate any applicable laws, rules, or regulations in connection with your access or
use of the application;
(4) remove, alter, or obscure any proprietary notice (including any notice of copyright or
trademark) posted by us or the licensors of the application;
(5) use the application for any revenue generating endeavor, commercial enterprise, or
other purpose for which it is not designed or intended;
(6) make the application available over a network or other environment permitting
access or use by multiple devices or users at the same time;
(7) use the application for creating a product, service, or software that is, directly or
indirectly, competitive with or in any way a substitute for the application;
(8) use the application to send automated queries to any website or to send any
unsolicited commercial e-mail;
(9) use any proprietary information or any of our interfaces or our other intellectual
property in the design, development, manufacture, licensing, or distribution of any
applications, accessories, or devices for use with the application.
Apple and Android Devices
The following terms apply when you use a mobile application obtained from either the
Apple Store or Google Play (each an “App Distributor”) to access the Site:
(1) the license granted to you for our mobile application is limited to a non-transferable
license to use the application on a device that utilizes the Apple iOS or Android
operating systems, as applicable, and in accordance with the usage rules set forth in
the applicable App Distributor’s Terms of Service;
(2) we are responsible for providing any maintenance and support services with respect
to the mobile application as specified in the Terms of Service of this mobile application
license contained in these Terms of Service or as otherwise required under applicable
law, and you acknowledge that each App Distributor has no obligation whatsoever to
furnish any maintenance and support services with respect to the mobile application;
(3) in the event of any failure of the mobile application to conform to any applicable
warranty, you may notify the applicable App Distributor, and the App Distributor, in
accordance with its terms and policies, may refund the purchase price, if any, paid for
the mobile application, and to the maximum extent permitted by applicable law, the App
Distributor will have no other warranty obligation whatsoever with respect to the mobile
application;
(4) you represent and warrant that (i) you are not located in a country that is subject to a
U.S. government embargo, or that has been designated by the U.S. government as a
“terrorist supporting” country and (ii) you are not listed on any U.S. government list of
prohibited or restricted parties;
(5) you must comply with applicable third-party terms of agreement when using the
mobile application, e.g., if you have a VoIP application, then you must not be in violation
of their wireless data service agreement when using the mobile application;
6) you acknowledge and agree that the App Distributors are third-party beneficiaries of
the Terms of Service in this mobile application license contained in these Terms of
Service, and that each App Distributor will have the right (and will be deemed to have
accepted the right) to enforce the Terms of Service in this mobile application license
contained in these Terms of Service against you as a third-party beneficiary thereof.
SOCIAL MEDIA
As part of the functionality of the Site, you may link your account with online accounts
you have with third-party service providers (each such account, a “Third-Party Account”)
by either: (1) providing your Third-Party Account login information through the Site; or
(2) allowing us to access your Third-Party Account, as is permitted under the applicable
Terms of Service that govern your use of each Third-Party Account.
You represent and warrant that you are entitled to disclose your Third-Party Account
login information to us and/or grant us access to your Third-Party Account, without
breach by you of any of the Terms of Service that govern your use of the applicable
Third-Party Account, and without obligating us to pay any fees or making us subject to
any usage limitations imposed by the third-party service provider of the Third-Party
Account.
By granting us access to any Third-Party Accounts, you understand that (1) we may
access, make available, and store (if applicable) any content that you have provided to
and stored in your Third-Party Account (the “Social Network Content”) so that it is
available on and through the Site via your account, including without limitation any
friend lists and (2) we may submit to and receive from your Third-Party Account
additional information to the extent you are notified when you link your account with the
Third-Party Account.
Depending on the Third-Party Accounts you choose and subject to the privacy settings
that you have set in such Third-Party Accounts, personally identifiable information that
you post to your Third-Party Accounts may be available on and through your account on
the Site.
Please note that if a Third-Party Account or associated service becomes unavailable or
our access to such Third-Party Account is terminated by the third-party service provider,
then Social Network Content may no longer be available on and through the Site. You
will have the ability to disable the connection between your account on the Site and your
Third-Party Accounts at any time.
PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE
PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED
SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE
PROVIDERS.
We make no effort to review any Social Network Content for any purpose, including but
not limited to, for accuracy, legality, or non-infringement, and we are not responsible for
any Social Network Content.
You acknowledge and agree that we may access your email address book associated
with a Third-Party Account and your contacts list stored on your mobile device or tablet
computer solely for purposes of identifying and informing you of those contacts who
have also registered to use the Site.
You can deactivate the connection between the Site and your Third-Party Account by
contacting us using the contact information below or through your account settings (if
applicable). We will attempt to delete any information stored on our servers that was
obtained through such Third-Party Account, except the username and profile picture
that become associated with your account.
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 Service 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.
ADVERTISERS
We allow advertisers to display their advertisements and other information in certain
areas of the Site, such as sidebar advertisements or banner advertisements. If you are
an advertiser, you shall take full responsibility for any advertisements you place on the
Site and any services provided on the Site or products sold through those
advertisements.
Further, as an advertiser, you warrant and represent that you possess all rights and
authority to place advertisements on the Site, including, but not limited to, intellectual
property rights, publicity rights, and contractual rights.
[As an advertiser, you agree that such advertisements are subject to our Digital
Millennium Copyright Act (“DMCA”) Notice and Policy provisions as described below,
and you understand and agree there will be no refund or other compensation for DMCA
takedown-related issues.] We simply provide the space to place such advertisements,
and we have no other relationship with advertisers.
SITE MANAGEMENT
We reserve the right, but not the obligation, to:
(1) monitor the Site for violations of these Terms of Service;
(2) take appropriate legal action against anyone who, in our sole discretion, violates the
law or these Terms of Service, 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;
(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 [CLICK
HERE]/posted on the Site]. By using the Site, you agree to be bound by our Privacy
Policy, which is incorporated into these Terms of Service. 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;
(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;
(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
[Name]
Attn: Copyright Agent
[Address]
[City, State Zip]
[email]
COPYRIGHT INFRINGEMENTS
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 us 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.]
TERM AND TERMINATION
These Terms of Service shall remain in full force and effect while you use the Site.
WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF SERVICE, 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 SERVICE 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 Service 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 Service and your use of the Site are governed by and construed in
accordance with the laws of the State of [name of state] applicable to agreements made
and to be entirely performed within the State/Commonwealth of [name of state], without
regard to its conflict of law principles.
DISPUTE RESOLUTION
Option 1: Any legal action of whatever nature brought by either you or us (collectively,
the “Parties” and individually, a “Party”) shall be commenced or prosecuted in the state
and federal courts located in [name of county] County, [name of state], and the Parties
hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non
conveniens 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 Service. In no event shall any claim, action, or proceeding brought
by either Party related in any way to the Site be commenced more than ______ years
after the cause of action arose.
Option 2: Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy, or claim related
to these Terms of Service (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 ______ 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 [name of county] County, [name of
state].
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 [name of county]
County, [name of state], and the Parties hereby consent to, and waive all defenses of
lack of personal jurisdiction, and forum non conveniens 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 Service.
In no event shall any Dispute brought by either Party related in any way to the Site be
commenced more than _____ 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.
Option 3: Binding Arbitration
To expedite resolution and control the cost of any dispute, controversy or claim related
to these Terms of Service (each a "Dispute" and collectively, “Disputes”), any Dispute
brought by either you or us (individually, a “Party” and collectively, the “Parties”) shall 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 [name of county] County, [name of state]. 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 [name of county]
County, [name of state], and the Parties hereby consent to, and waive all defenses of
lack of, personal jurisdiction, and forum non conveniens 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 Service. In no event shall any Dispute brought by either Party
related in any way to the Site or Services be commenced more than ______ 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.
Option 2/Option 3: 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.
Option 2/Option 3: 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 that may relate to the Site, 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 LESSER OF]
[THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE [_________] MONTH
PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING [OR] [$_________]. 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 Service; (4) any breach
of your representations and warranties set forth in these Terms of Service; (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 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.
CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you can contact the Complaint
Assistance Unit of the Division of Consumer Services of the California Department of
Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento,
California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
MISCELLANEOUS
These Terms of Service and any policies or operating rules posted by us on 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 Service shall not operate as
a waiver of such right or provision.
These Terms of Service 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 Service is determined to be
unlawful, void, or unenforceable, that provision or part of the provision is deemed
severable from these Terms of Service 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 Service or use of the Site. You agree
that these Terms of Service 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 Service and the lack of signing by the parties hereto to execute these
Terms of Service.
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:
[Corporate Name]
[Corporate Address]
[Corporate Phone Number]
[Corporate Fax Number]
[Email Address]
