TERMS OF SERVICE
Last Updated: March 7, 2016
If we need to change this Agreement at some point in the future, a notice will be placed on the Site, so that you can choose whether to continue using the Service. By continuing to use the Service after we post or notify you of any such changes, you accept this Agreement as modified. We reserve the right to deny access to the Site or the Service, to anyone who violates this Agreement or who, in our judgment, interferes with the ability of others to enjoy the Service, or infringes the rights of others.
- YOUR PRIVACY.
- INTELLECTUAL PROPERTY RIGHTS.
2.1 SPYNR Content and Marks.
The content available through the Service (“Content”) and the logos, branding, trademarks, service marks, product and service names, and other corporate indicia (the “SPYNR Marks”) are the property of SPYNR, or the property of our affiliates or licensors, and is subject to copyright, trademark and other intellectual property rights under United States and foreign laws and international conventions. Except as expressly provided herein, you agree not to display or use in any manner any of the SPYNR Marks without our prior permission. Content includes, without limitation, all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics. You may use the Service and Content for your personal, non-commercial use only if you keep intact all copyright and other proprietary notices. You may not otherwise reproduce or distribute (including by email or other electronic means) any of the Content without the prior written consent of an authorized representative of us.
2.2 Your License to Us.
By submitting material to us, you are representing that you are the owner of the material, or you are making your submission with the express consent of the owner. By submitting material to any public posting areas of this Service, such as any ratings, reviews, or comments area, you agree that we, and our partners, agents, affiliates and service providers (collectively, “Third Party Providers”), may reproduce, modify, and distribute such material as we see fit in any medium and for any purpose. You grant us the worldwide, perpetual, royalty free and non-exclusive license to reproduce, modify, adapt and publish such material on the Service. You also grant us the worldwide, perpetual, royalty free, irrevocable, non-exclusive and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such material (in whole or part) and/or to incorporate it in other works in any form, media, or technology now known or later developed. We also reserve the right (but assume no obligation) to delete, move, or edit any postings or submissions that we consider unacceptable or inappropriate, whether for legal or other reasons.
- THIRD PARTIES.
3.1 Third Party Links.
The Service may provide, or third parties may provide, links to other websites or services. You acknowledge and agree that we are not responsible for the availability of such external websites or services, and do not endorse and are not responsible or liable for any content, including, without limitation, advertising, products, or other materials, on or available from such websites or services. 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, materials, goods or services available on or through any such website or service.
3.2 Social Networks.
You may be able to connect with the Service from your third party accounts on other services (e.g., Facebook or Twitter). By connecting your third party accounts, you acknowledge and agree that you are consenting to the continuous release of information about you to others (in accordance with your privacy settings on those third party websites). If you do not want information about you to be shared in this manner, do not use this feature
3.3 Promotions and Sweepstakes.
Any promotions or sweepstakes made available through the Service or for which we may, from time to time, send email messages to you will be governed by terms that are separate from and may vary from this Agreement. By participating in any such promotions or sweepstakes, you will become subject to its specific terms. Note, however, that you remain subject to this Agreement to the extent they do not conflict with the applicable promotions terms.
3.4 Payment Information.
If you provide payment information for any services on the Service, we will share your payment information with payment services providers to process payments; prevent, detect and investigate fraud or other prohibited activities; facilitate dispute resolution such as chargebacks or refunds; and for other purposes associated with the acceptance of credit or debit cards.
You will be billed for and pay all fees and charges. You shall pay all applicable taxes relating to your use of the Service. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT MEANS USED BY YOU.
- PROHIBITED ACTIVITIES.
You may not access or use the Service for any purpose other than those for which we make it available. Please be aware that we may occasionally release information about users when release is appropriate to comply with law, to enforce our Terms of Service or to protect the rights, property or safety of other users of the Service, the public or us. It is a condition of your use of the Service that you do not:
- Frame the Site, or any of the Content, or incorporate any Content into another website or other service, without our prior written consent;
- Restrict or inhibit any other user from using and enjoying the Service;
- Use the Service to impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- Interfere with or disrupt any servers or networks used to provide the Service or its features, or disobey any requirements, procedures, policies or regulations of the networks we use to provide the Service;
- Use the Service to instigate or encourage others to commit illegal activities or cause injury to any person or damage to property;
- Gain unauthorized access to the Service, or any account, computer system, or network connected to this Service, by means such as hacking, password mining or other illicit means;
- Obtain or attempt to obtain any materials or information through any means not intentionally made available through the Service;
- Use the Service to post or transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, profane or indecent information of any kind, including without limitation any transmission constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law;
- Use the Service to copy, post or transmit any information, software or other material that violates or infringes upon the rights of others, including material that is an invasion of privacy or violation of publicity rights or that is protected by copyright, trademark or other proprietary right, or derivative works with respect thereto, without first obtaining permission from the owner or rights holder;
- Use the Service to post or transmit any information, software or other material that contains a virus or other harmful component;
- Except as otherwise provided herein, use the Service to post, transmit or in any way exploit any information, software or other material for commercial purposes, or that contains advertising;
- Use the Service to advertise or solicit to anyone to buy or sell products or services, or to make donations of any kind, without our express written consent; or
- Gather or collect personal data about, or the email addresses of, other Service users for commercial or unlawful purposes or for purposes of sending unsolicited commercial email.
- SERVICE OUTAGES AND MODIFICATIONS.
We periodically schedule system downtime for maintenance of the Service and other purposes. Unplanned system outages also may occur. We have no liability whatsoever for: (a) the resulting unavailability of the Service; (b) any loss of data or transactions caused by planned or unplanned system outages; (c) the resultant delay, mis-delivery or non-delivery of information caused by such system outages; or (d) any third party acts or any other outages of web host providers, Internet service providers or the Internet facilities and networks. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (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 Service. You acknowledge that we may establish general practices, limits and restrictions concerning use of the Service, and the posting of content, information or materials by users of the Service. These restrictions may include the maximum disk space that will be allotted on our servers on your behalf. We assume no responsibility or liability for the deletion, corruption or loss of any information, content or material submitted by you, or for our failure to receive or store submitted information, content or material for any reason, including without limitation malfunctioning of any network, hardware or software. We reserve the right to change these general practices, limits and restrictions at any time, in our sole discretion, with or without notice.
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE AND ALL MATERIALS, INFORMATION AND SERVICES AVAILABLE THROUGH IT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, WE, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND LICENSORS (FOR PURPOSES OF THIS PARAGRAPH, THE “SPYNR PARTIES”) DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE AND OUR SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF ACCURACY, COMPLETENESS, CURRENTNESS, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE MATERIALS. THE SPYNR PARTIES MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF CONTENT ON THE SERVICE, OUR E-MAILS, OTHER ELECTRONIC COMMUNICATIONS, OR THE CONTENT OF ANY WEBSITES LINKED TO THIS SERVICE, AND THE SPYNR PARTIES ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) LOSS OR DAMAGE OF ANY KIND RESULTING FROM ERRORS, MISTAKES, OMISSIONS, OR INACCURACIES OF CONTENT AND MATERIALS, INCLUDING WITHOUT LIMITATION USER INFORMATION, DATA, OR SUBMISSIONS; (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF, OR INABILITY TO ACCESS AND USE, THE SERVICE; (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN; (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (E) ANY CORRUPTION OR LOSS OF DATA TRANSMITTED TO OR FROM THE SERVICE; (F) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICE BY ANY THIRD PARTY. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY CONTENT, PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND THE SPYNR PARTIES WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH ANY TRANSACTION FOR A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
You agree to, at your own expense, at all times indemnify, defend and hold harmless us and our affiliates, and our employees, officers, directors, representatives and agents and the respective successors and assigns of each of the foregoing (the “Indemnified Party“) from and against any and all claims, demands, liabilities, costs and expenses, including reasonable expenses of investigation and reasonable legal fees and costs, resulting from, arising out of, or in connection with or otherwise with respect to, any third-party claim, suit, action or other proceeding brought against the Indemnified Party based on, arising from or relating to your breach of any of the terms or obligations of this Agreement. The Indemnified Party is entitled to participate in its own defense at its sole expense. Any settlement or compromise cannot obligate Indemnified Party in any manner without Indemnified Party’s prior written consent, which consent will not be unreasonably withheld.
- LIMITATION OF LIABILITY.
UNDER NO CIRCUMSTANCES SHALL WE OR OUR AFFILIATES, AGENTS, THIRD PARTY PROVIDERS OR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, LIABILITY 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 (A) YOUR USE OF, OR INABILITY TO USE, THE SERVICE, OR (B) ANY MATERIALS, INFORMATION AND SERVICES AVAILABLE THROUGH THE SERVICE. 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 FIFTY DOLLARS ($50.00). BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY AND THE LIABILITY OF OUR AFFILIATES, AGENTS, THIRD PARTY PROVIDERS AND LICENSORS IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: “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.”
- DISPUTE RESOLUTION.
SPYNR is interested in resolving disputes amicably. So before you commence a claim, please contact us to explain your complaint, as we may be able to resolve it. You may contact us via email at firstname.lastname@example.org or at SPYNR, Inc., 349 5th Ave., New York, NY 10018.
- GOVERNING LAW AND VENUE.
This Agreement, and any dispute between you and SPYNR, will be governed and construed in accordance with the laws of the State of New York, without regard to its conflicts of law rules. Each party consents to the exclusive venue of the state and federal courts located in the Borough of Manhattan, City of New York, State of New York, for resolving any disputes, claims or actions arising out of this Agreement..
- ABILITY TO AGREE TO THE TERMS OF SERVICE.
You affirm that you are either more than eighteen (18) years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement. In any case, you affirm that you are over the age of thirteen (13), as the Service is not intended for children under thirteen (13). If you are under thirteen (13) years of age, then please do not use the Service. Talk to your parents about what websites are appropriate for you.
Any provisions of this Agreement that, in order to fulfill the purposes of such provisions, need to survive the termination or expiration of this Agreement between you and us, shall be deemed to survive for as long as necessary to fulfill such purposes. Our failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement 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 this Agreement 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 Service or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by SPYNR without restriction.
For general communications or to report any violations of this Agreement, contact us at SPYNR, Inc., 349 5th Ave., New York, NY 10018, or via e-mail to email@example.com.