Website Terms and Conditions of Use
Welcome to the internet site of AYAX Systems Inc., a California corporation. This site and related services are provided subject to your compliance with the terms and conditions set forth below. Please read the following information carefully. By using this site you signify your agreement to be bound by these terms and conditions of use. If you do not agree to be bound by these terms and conditions, promptly exit this site.
You acknowledge that these terms and conditions of use ("Terms and Conditions"?) are supported by reasonable and valuable consideration, the receipt and adequacy of which are hereby acknowledged. Without limiting the foregoing, you acknowledge that such consideration includes, without limitation, your use of this Site (defined below) and receipt of data, materials and information available at or through this Site.
2. Restrictions on Use.
The contents of Company’s Website pages, including, but not limited to text, graphics, and icons (collectively the "Site"), are copyrighted materials owned or controlled by Company and contain Company's name, trademarks, service marks, and trade names. The Site is protected by federal and international copyright and trademark laws. You may download one copy of these materials on any single computer and print a copy of the materials for your personal use. No other permission is granted to you to print, copy, reproduce, distribute, transmit, upload, download, store, display in public, alter, or modify these materials. You shall keep intact any proprietary notices, including copyright notices, contained on any downloaded materials and shall comply with any applicable end user license agreements. No permission is granted here to you to use Company icons, site address, or other means to hyperlink other Internet sites with any page in the Company Website, and Company assumes no responsibility for any other party's site hyperlinked to the Company Website or in which any part of the Company Website has been hyperlinked. Any rights not expressly granted by these Terms and Conditions or any applicable end user license agreements are reserved by Company.
3. Trademark Notice.
"LET SIMON DECIDE" and "DECISIONS MADE EASY" is the logo, trademark, and/or service mark of Company. All other trademarks, service marks and logos used in this Site are the trademarks, service marks or logos of their respective owners.
4. Registration Information and Security.
You agree to provide, maintain and update true, accurate, current and complete information about yourself as prompted by our registration processes (the "Registration Data"). If you provide any information that is not true, accurate, current and complete, or we have reasonable grounds to suspect that you have provided any information that is not true, accurate, current and/or complete, 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). You also agree (a) to promptly notify us at email@example.com of any unauthorized use of your username, password, other account information, or any other breach of security that you become aware of involving or relating to the Site. In addition, you agree to exit from your account at the end of each session. We explicitly disclaim liability for any and all losses and damages arising from your failure to comply with this section.
5. Public Forums and Communication.
"Public Forum" means an area, site or feature offered as part of the Site that enables users of the Site (a) to submit, post, display and/or view user generated content and/or (b) to communicate, share or exchange user generated content with other Site users including, without limitation, a chat area, message board, instant messaging, mobile messaging, social community environment, profile page, conversation page, e-mail function (including, but not limited to, electronic greeting cards and send-a-friend e-mails).
You acknowledge that anything you submit to the Site by way of any Public Forum may be routed through our servers, the servers of one or more third parties on our behalf and the Internet, and may be viewed on the Internet by the general public and that, therefore, you have no expectation of privacy with regard to any such submission. You acknowledge that Public Forums and features offered therein are for public and not private communications. Please keep in mind that whenever you give out personal information online, through any media, including without limitation, a Public Forum, that information can be collected and used by people you do not know. We cannot guarantee the security of any information you disclose through any of these media; you make such disclosures at your own risk.
You are and shall remain solely responsible for the user generated content submitted and/or posted under your username or otherwise by you in any Public Forum and for the consequences of submitting and posting same. You acknowledge that the use of user generated content posted in any Public Forum is at your own risk. For example, we are not responsible for, and we do not endorse, the opinions, advice or recommendations posted or sent by users in any Public Forum and we specifically disclaim any and all liability in connection therewith.
We reserve the right to screen, refuse to post, remove or edit user generated content at any time and for any or no reason in our absolute and sole discretion without prior notice, although we have no duty to do so or to monitor any Public Forum. If we elect to screen user generated content, there may be a delay in the posting of such content in a Public Forum to allow for a review process. If we have questions about your user generated content including, without limitation, the copyright, we may contact you for further information including, for example, to verify that you own the copyright or otherwise obtained permission to post the material.
When participating in a Public Forum, never assume that people are who they say they are, know what they say they know, or are affiliated with whom they say they are affiliated with. Information obtained in a Public Forum may not be reliable, and it is not a good idea to take any action, including to trade or make any investment decisions, based solely or largely on information you cannot confirm. We cannot be responsible for the accuracy of any user generated content contained in a Public Forum, and we shall not be responsible for any trading, investment, or any other decisions made or actions taken or not taken based on such information or content.
Your ability to access and browse user generated content within a Public Forum and/or to submit and/or post user generated content within a Public Forum may be subject to certain age restrictions and/or related procedures that we may revise in our sole discretion at any time and for any reason. Any such age restrictions and procedures will be posted within the Public Forum, as applicable.
6. Website use subject to guidelines.
We have set up some ground rules to ensure that we can keep this Website useful, fun, and safe for everyone. Company reserves the right to change these guidelines and disclaimers at any time, and you agree that each visit you make to the Company Website shall be subject to the current guidelines.
We reserve the right, but have no obligation or responsibility, to remove any user generated content from the Site that violates these Terms and Conditions and to comply with any subpoena, order or otherwise cooperate with law enforcement officials regarding the identification of any user alleged to be using the Site in violation of the law. If we deem appropriate in our sole discretion, we reserve the right to preserve a record of any such user generated content and turn all or a portion thereof over to law enforcement officials.
7. Warranty Disclaimer.
THIS SITE, INCLUDING ANY MATERIALS, CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SITE-RELATED SERVICE, IS PROVIDED "AS IS", WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE, SITE-RELATED SERVICES, AND HYPERLINKED WEBSITES.
Although Company attempts to ensure the integrity and accurateness of the Site, it makes no guarantees whatsoever as to the correctness or accuracy of the Site. It is possible that the Site could include inaccuracies or errors, and that unauthorized additions, deletions and alterations could be made to the Site by third parties. In the event that an inaccuracy arises, please inform Company so that it can be corrected. Information contained on the Site may be changed or updated without notice.
This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of record, whether for breach of contract, tortious behavior, negligence, or under any other cause of action. You specifically acknowledge that Company is not liable for your defamatory, offensive, infringing or illegal materials or conduct, or that of third parties, and Company reserves the right to remove such materials from the Company Website without liability.
8. Additional Disclaimers.
By submitting a decision to Company, you acknowledge and agree that the Site and the information provided to users of the Site are for informational purposes only. It is not a substitute for professional medical advice, examination, diagnosis or treatment (for both physical and mental health issues). Always seek the advice of your physician or other qualified health professional before starting any new treatment or making any changes to existing treatment. Do not delay seeking or disregard medical advice based on the content on this Site. It is also not a substitute for professional legal advice. Always seek the advice of a qualified attorney licensed in the appropriate jurisdiction before taking any course of action that may affect your legal rights. It is also not a substitute for professional business and/or financial advice. Always seek the advice of a certified public accountant, certified financial advisor or other applicable professional business or financial advisor in the appropriate jurisdiction before taking any action in connection with a business or financial matter. Company shall not be responsible or liable for
(a) any response you receive or do not receive;
(b) the accuracy, usefulness or availability of any decision making content;
(c) any trading or investment decisions based on such information.
You are entirely responsible for maintaining the confidentiality of your username(s), password(s), and your account(s), as well as all activities that occur under your account(s). You agree to indemnify, defend, and hold us, our licensors, licensees, distributors, agents, representatives and other authorized users, and each of the foregoing entities' respective resellers, distributors, service providers and suppliers, and all of the foregoing entities' respective officers, directors, owners, employees, agents, representatives and assigns (collectively, the "Indemnified Parties") harmless from and against any and all losses, damages, liabilities and costs (including, without limitation, settlement costs and any legal or other fees and expenses for investigating or defending any actions or threatened actions) incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of these Terms and Conditions or claims arising from your account(s). You shall use your best efforts to cooperate with us in the defense of any claim. We reserve the right, at our own expense, to employ separate counsel and assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
10. Limitation of Liability.
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WE OR OUR SPONSORS BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES INCLUDING, WITHOUT LIMITATION, LOST PROFITS, PERSONAL INJURY (INCLUDING DEATH) AND PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, THAT RESULT FROM (A) THE USE OF, OR THE INABILITY TO USE, THE SITE OR CONTENT, MATERIALS OR FUNCTIONS ON THE SITE OR ANY HYPERLINKED WEBSITE, OR (B) THE CONDUCT OR ACTIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SITE OR ANY OTHER PERSON OR ENTITY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, SITE-RELATED SERVICES, AND/OR HYPERLINKED WEBSITES IS TO STOP USING THE SITE AND/OR THOSE SERVICES AND/OR THE HYPERLINKED WEBSITES.
YOU FURTHER ACKNOWLEDGE AND AGREE THAT NEITHER WE, OUR SPONSORS, AND/OR OUR LICENSORS AND LICENSEES, NOR ANY OF THE FOREGOING ENTITIES' RESPECTIVE RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS AND SUPPLIERS ARE RESPONSIBLE OR LIABLE FOR (A) ANY INCOMPATIBILITY BETWEEN THE SITE AND ANY WEBSITE, SERVICE, SOFTWARE OR HARDWARE OR (B) ANY DELAYS OR FAILURES YOU MAY EXPERIENCE WITH ANY TRANSMISSIONS OR TRANSACTIONS RELATING TO THE SITE IN AN ACCURATE OR TIMELY MANNER.
THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION AND ELSEWHERE IN THESE TERMS AND CONDITIONS APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR THE EXCLUSION, LIMITATION, OR DISCLAIMER OF LIABILITY FOR THE CERTAIN PROVISIONS SET FORTH IN THESE TERMS AND CONDITIONS, SO SUCH EXCLUSIONS, LIMITATIONS OR DISCLAIMERS MAY NOT APPLY TO YOU.
11. Confidential and Proprietary Information.
Company does not want to receive confidential or proprietary information from you through the Site. Please note that any information or material sent to Company through the Site will be deemed NOT to be confidential. By sending Company any information or material, you grant Company an unrestricted, irrevocable, world-wide, royalty free license to use, reproduce, display, perform, modify, transmit, and distribute those materials or information, and you also agree that Company is free to use any ideas, concepts, know-how, or techniques that you send us for any purpose.
12. Links to Our Site.
If you desire to provide a hyperlink from your Website to our Site, you must agree to be bound by the terms of our Hyperlink License Agreement.
13. Links or Pointers to Other Sites.
Company makes no representations whatsoever about any other Website that you may access though this Site. When you access a non-Company Website, please understand that it is independent from Company, and that Company has no control over the content on that Website. In addition, a hyperlink to a non-Company Website does not mean that Company endorses or accepts any responsibility for the content, or the use, of the linked site. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, trojan horses, and other items of a destructive nature.
14. Use of E-mail.
By sending us a message in the e-mail area or the polling question area, you agree to have it along with your name posted for public viewing both here and in other Company promotional and advertising materials without compensation. We will try to post as many of the messages and/or polling questions as we can, although we cannot promise to post every submission. All messages and/or polling questions that are posted here represent the opinions of other Company Website users and do not represent the ideas or opinions of Company. You may copy them as much as you like for personal use, but redistribution in any way requires the written permission of Company. In consideration of this authorization, you agree that any copy of this information that you make shall retain all copyright and other proprietary notices contained here in this Website.
AYAX Systems inc.
2110 Artesia Boulevard, Suite 258
Redondo Beach, California 90278 USA
16. Choice of Law and Venue.
These Terms and Conditions are entered into in the State of California and shall be governed by and construed in accordance with the laws of the State of California, exclusive of its choice of law rules. Each party to these Terms and Conditions submits to the exclusive jurisdiction of the state and federal courts sitting in the County of Los Angeles in the State of California, and waives any jurisdictional, venue, or inconvenient forum objections to such courts. In any action to enforce these Terms and Conditions, the prevailing party will be entitled to costs and attorney fees. In the event that any of the Terms and Conditions are held by a court or other tribunal of competent jurisdiction to be unenforceable, those provisions shall be limited or eliminated to the minimum extent necessary so that these Terms and Conditions shall otherwise remain in full force and effect. YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. FAILURE TO DO SO SHALL PERMANENTLY BARR SUCH CAUSE OF ACTION.
17. Entire Agreement.
These Terms and Conditions constitute the entire agreement between Company and you pertaining to the subject matter of this Agreement. In its sole discretion, Company may modify these Terms and Conditions by posting the revised version on this Site.
18. No Unlawful or Prohibited Purpose.
As a condition of your use of this Site, you warrant to Company that you will not use the Site for any purpose that is unlawful or prohibited by these Terms and Conditions.
19. Notice and Procedure for Making Claims of Copyright Infringement.
As required by the Digital Millenium Copyright Act of 1998, we have designated the following individual for notification of potential copyright infringement regarding any Website hosted by Company:
Cooley Godward Kronish LLP
3175 Hanover Street
Palo Alto, CA 94304-1130
Five Palo Alto Square * 3000 El Camino Real Palo Alto, CA 94306-2155
Telephone: (650) 843-5285 * Fax: (650) 849-7400
E-mail: firstname.lastname@example.org * www.cooley.com
If you believe a Website hosted by Company infringes a copyright, please provide the following information to the person identified above (17 USCA Section 512):
a. A physical or electronic signature of the copyright owner or authorized agent;
b. Identification of the copyrighted work(s) claimed to have been infringed;
c. Identification of the material that is claimed to be infringing or to be the subject of the 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;
d. Information regarding how we may contact you (for example, mailing address, telephone number, and E-mail address);
e. A statement that the copyright owner or its authorized agent 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; and
f. A statement that the information in the notification is accurate, and made under penalty of perjury, and, if an agent is providing the notification, a statement that the agent is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
You agree to NOT use the Site to:
upload, post, email, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; harm minors in any way; impersonate any person or entity, including, but not limited to, a Company official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity; forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Site; upload, post, email, 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);
upload, post, email, transmit or otherwise make available any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;
upload, post, email, 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 (such as shopping) that are designated for such purpose (please read our complete Spam Policy);
upload, post, email, 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 software or hardware or telecommunications equipment;
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;
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;
provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;
"stalk" or otherwise harass another; and/or
collect or store personal data about other users in connection with the prohibited conduct and activities set forth in these User Guidelines.