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user
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Welcome to SiteFly.com . (referred to as “SiteFly”)
where affordable web design is the name of the game.
This SiteFly Services Member Agreement (the "Agreement")
explains the terms and conditions governing your use
of SiteFly’s services, technology, and any other
content available on the SiteFly service. By checking
the box and clicking on the ‘Continue’ button,
you accept these terms and conditions and acknowledge
that the SiteFly service is subject to certain limitations
set forth below. If you do not wish to accept this agreement,
do not purchase this service. By registering and purchasing
any SiteFly service, you agree to use the SiteFly service
in a manner consistent with all applicable laws and
regulations and in accordance with the terms and conditions
outlined below.
1. Services
(a) Generally. Purchasing SiteFly's
service entitles you (a "Member")
to all the tools, content, and services
available on the system regardless
of your use of them.
If you would like to switch SiteFly
services, please contact Customer
Care or apply the changes on your
own (in your "Account Summary"
in the Customer Login Area.
(b) SiteFly Services and Technology:
You will be able to use the proprietary
and licensed technology inorated in
the SiteFly Service to build and maintain
your web site ("Member Site")
("Technology"). SiteFly may
offer other tools and services that
are not included in any SiteFly Service,
including premium or custom services
for which an additional fee will apply.
Separate terms and conditions apply
for each SiteFly Solution and will be
outlined in a separate agreement.
2. Payment
Terms
(a) For access to and use of any
SiteFly Service, you agree to pay all
fees and charges specified in the
SiteFly Service fee schedule. All fees
are due immediately and are non-refundable.
SiteFly asks that you provide us with
your credit card information for payment,
and all charges you incur for use
of the SiteFly Service will be charged
to the credit card number you provide.
If SiteFly does not receive payment
from the card issuer, you agree to
pay SiteFly all amounts due upon demand.
SiteFly may take commercially reasonable
actions to validate your credit card
and collect all payments due. You
agree to pay all attorney and collection
fees arising from any efforts to collect
any past due amounts from you to the
extent allowed by law. You understand
that if SiteFly does not receive timely
payment of all amounts due for any
Solution you purchase, your use of
any SiteFly Service or Solution may
be severely restricted or terminated
at SiteFly's sole discretion. This includes
any Information you provide to SiteFly
while using any SiteFly Service or Solution.
THE FEE FOR ANY SiteFly SERVICE IS
NONREFUNDABLE. SiteFly WILL NOT REFUND
ANY FEES PAID BY YOU IF YOU TERMINATE
YOUR AGREEMENT WITH US.
(b) SiteFly reserves the right at its
sole discretion and as it deems appropriate
to add or remove certain services
it offers and change its fees for
any services in accordance with Section
4.
(c) You agree to notify SiteFly immediately
if you suspect unauthorized use of
the SiteFly Service, your credit card,
or your password. Under the Fair Credit
Billing Act, your credit card provider
cannot hold you liable for more than
$50 of fraudulent charges. Subject
to the following, if your credit card
provider holds you liable for any
of this $50, SiteFly will cover your
entire liability up to the full $50.
SiteFly will cover this liability only
if the unauthorized use of your credit
card is solely a result of a negligent
act or omission by SiteFly, and only
for purchases made at SiteFly while
using the secure server. In the event
of an unauthorized use of your credit
card, you must notify your credit
card provider in accordance with its
reporting rules and procedures.
(d) You agree to pay any taxes, including
personal property taxes or sales taxes
(GST for Canadian Customers), resulting
from your use of the SiteFly Services.
You agree to pay all attorney and
collection fees arising from our efforts
to collect any past due amounts from
you to the extent allowed by law.
3. Restrictions
and Description of Prohibited Acts
(a) You may not use the SiteFly Service
or SiteFly Solution, the selection of
a web address for your Member Site,
the Technology, or the Member Site
to, including, but not limited to:
(i) display material containing pornographic
material or adult paraphernalia of
any kind, whether viewable by the
general public or hidden in password
protected areas
(ii) provide material that is grossly
offensive to the SiteFly online community,
including blatant expressions of bigotry,
prejudice, racism, hatred, or profanity,
or post any obscene, lewd, lascivious,
filthy, excessively violent, harassing,
or otherwise objectionable content
(iii) sell or promote any products
or services that are unlawful in the
location at which the content is posted
or received
(iv) access illegally or without authorization
any computers, accounts, or networks
of SiteFly or any SiteFly Member, or attempt
to penetrate SiteFly's security measures
("hacking"), or conduct
a port scan, stealth scan, or other
information-gathering activity the
intent of which is to gather information
to be used to attempt a system penetration;
or upload to SiteFly, send through SiteFly,
or have SiteFly host or distribute any
Internet viruses, worms, Trojan horses,
other harmful code, pinging, flooding,
mail bombing, or denial-of-service
attacks; or disrupt the use of or
interfere with the ability of others
to effectively use an SiteFly Service
or any connected network, system,
service, or equipment
(v) display material that exploits,
or otherwise exploit, children under
18 years of age
(vi) post any content or otherwise
infringe in any way or violate any
copyright, patent, trademark, service
mark, trade name, trade secret, or
other intellectual property right
of any third party
(vii) promote, solicit, or participate
in pyramid schemes
(viii) post any content that holds
SiteFly up to public scorn or ridicule
(ix) engage in any libellous, defamatory,
scandalous, threatening, or harassing
activity
(x) post or disclose any personally
identifying information or private
information about children or any
third parties without their consent
(or their parents' consent, in case
of a minor)
(xi) post any content that advocates,
promotes, or otherwise encourages
violence against any governments,
organizations, groups, or individuals
or that provides instruction, information,
or assistance in causing or carrying
out such violence.
(xii) post any information, images
or content that SiteFly (in its sole
discretion) deems immoral or unfit
for general public consumption.
(b) You agree that without the express
consent of SiteFly (and showing proof
of the appropriate licenses where
necessary or appropriate), you will
never provide, sell, or offer to sell
the following products or content
(or services related to the same)
on the Member Site you create: pharmaceutical
or any other controlled substances;
illegal drugs; illegal drug contraband;
alcohol; firearms; weapons; pirated
computer programs; pornography or
illicitly pornographic sexual products;
adult paraphernalia; programs to "nuke"
or create attacks against another
individual or an Internet service
provider; illegal goods; escort services;
instructions on how to assemble or
otherwise make bombs, grenades, or
other weapons; information used to
circumvent manufacturer-installed
copy-protect devices; or computer
software viruses or software designed
to create a virus.
(c) You also agree that you will
never promote or provide instructional
information about: illegal activities,
activities that can lead to physical
harm to any group or individual, or
any activities that lead to cruelty
to animals. You may not use the SiteFly
Service, Technology, or Member Site
in any high-risk activities where
damage or injury to persons, property,
environment, or business may result
if an error occurs. YOU EXPRESSLY
ASSUME ALL RISK FOR SUCH USE.
(d) Unless SiteFly offers a service
to conduct any of the following, you
agree that you will never conduct
the following types of activities
on the Member Site: gambling; sweepstakes;
raffles; lotteries; contests, pyramid,
or Ponzi schemes; and/or unsolicited
commercial Email (spam).
(e) You agree that you will not (and
you will not allow any third party
to) partake in the following actions:
reverse engineering, reverse compiling
or otherwise deriving the underlying
source code or structure or sequence
of any SiteFly Service, SiteFly Solution,
or any Technology; individual passwording
of Member Sites (or pages contained
therein); deleting or altering author
attributes or copyright notices, unless
expressly permitted in writing by
the author or owner; and/or fail to
obtain all required permissions when
using an SiteFly Service, SiteFly Solution,
or Technology to receive, upload,
download, display, distribute, or
execute programs or perform other
works protected by intellectual-property
laws, including copyright and patent
laws.
(f) You agree and acknowledge that
at all times, SiteFly retains all rights
to the graphical design of the website
or template used by you as a paying
customer. Images are licensed royalty-free
images that SiteFly does not sell, sublicense
or offer for lease to any customers
before, during or after their time
with SiteFly as a customer.
4. Changes
to the Terms and Conditions
SiteFly may at any time, with notice
of not less than thirty (30) days,
change its fees and change the terms
of this Agreement. Except for the
addition of new tools and services,
SiteFly will also give reasonable notice
before any modification of the then-current
SiteFly Service that could change your
Member Site. SiteFly will announce changes
to our fees and charges by posting
them in the Home section of our service
(first page once a customer logs into
to Client Area). SiteFly may, at its
discretion, supplement such notice
by sending you an email or by putting
a popup notice on your screen when
you access the SiteFly Service, or by
sending you a letter. If you find
any change to be unacceptable, you
are free to terminate this greement
by following the steps described in
Section 8.
5. SiteFly
Signature
SiteFly relies on the ongoing support
of its customers to help fund the
services it offers its Members. Accordingly,
SiteFly reserves the right to include
its signature in text ("online
website builder: SiteFly ") at
the bottom of each web page SiteFly
hosts. This will be unobtrusive so
as not to detract or in any way distract
our customers’ web site visitors.
6. Information
About You and Your Business
(a) SiteFly is committed to protecting
your privacy. SiteFly will never sell
personally identifiable information
about you or your business to any
third party without first receiving
your permission, and all uses of any
personally identifiable information
about you or your business will be
subject to our Privacy Policy.
(b) In order to protect you, SiteFly
uses state-of-the-art technology to
protect your data from unauthorized
third parties. Currently SiteFly uses
Secure Sockets Layer (SSL) software
to protect your data and secure your
transactions. SSL encrypts or "scrambles"
all your personal information, including
your credit card number, name, and
address, as it is transmitted over
the Internet. For more details, please
visit Security.
7. SiteFly
Rights
(a) Member Site Content Changes.
SiteFly reserves the right to make changes
to Member Site upon written request
by you to Customer Care to do so,
such as through email, or upon breach
of any of the provisions of this Agreement
by providing you notice of such breach
and reasonable time, determined by
SiteFly at its sole discretion, to rectify
the infringing content. If after such
time has expired the Member Site does
not conform to SiteFly's satisfaction,
SiteFly may make changes to the content
of Member Site to bring it to compliance
with this Agreement. Member agrees
not to hold SiteFly liable for any foreseeable,
unforeseeable, direct, or indirect
consequences that may result from
changes made by Customer Support to
Member Site in response to Member
request to do so or in response to
a Member Site that breaches this Agreement.
SiteFly's decisions are final and binding.
Notwithstanding the above, SiteFly also
reserves the right to discontinue
the provision of any or all aspects
of the SiteFly Service or any SiteFly
Solution to any Member for any breach
of this Agreement.
(b) Communications. You will receive
a confirmation email from us at the
time of registration. Once registered,
you can set your email subscription
preferences by clicking on the My
Account link in the upper right corner
of the Service, then choosing the
Email Subscriptions link. If you choose
to receive Member communications,
you may choose to change your email
preferences at any time by following
the instructions above. SiteFly reserves
the right to communicate with all
Members regardless of their email
subscriptions in the event that important
messages need to be communicated to
Members, including, but not limited
to, service outages, material changes
or modifications to the service, and
notice of changes to this Agreement.
8. Term/Termination
(a) Term.
This agreement shall be effective
upon when you click on the Continue
button until terminated in accordance
with the provisions below.
(b) Termination by SiteFly.
(i) SiteFly may at any time without
notice to you discontinue any or all
aspects of the SiteFly Service or restrict
your use of the SiteFly Service in whole
or in part for any breach of this
Agreement by you; or if SiteFly determines
in its sole and exclusive judgment
that terminating your use of the SiteFly
Service is necessary for security
reasons or for proper continued operation
of the SiteFly Service; or your use
of the SiteFly Service, SiteFly Solution,
or Technology is not for legitimate
business purposes, or your use of
the SiteFly Service violates any laws
or regulation; or if SiteFly receives
information that the SiteFly Service
or your use of the SiteFly Service (or
any part thereof) may violate any
third-party right.
(ii) SiteFly may at any time, with thirty
(30) days notice to you, modify or
discontinue any or all aspects of
the SiteFly Service.
(iii) SiteFly may at any time, with
ten (10) days notice to you, modify
or discontinue any or all aspects
of the SiteFly Service or any SiteFly
Solution, if the credit card number
you provide SiteFly expires, or if SiteFly
is unable to charge valid charges
to that credit card number, or if
you otherwise fail to make payments
due to SiteFly hereunder.
(iv) Upon termination of this Agreement,
all rights granted to you under this
Agreement shall terminate immediately.
If SiteFly terminates this Agreement
or suspends your access to the SiteFly
Service, you will remain liable for
the full charge for the period during
which we terminate or suspend your
SiteFly Service. Following such termination
or suspension, you agree not to reregister
for or otherwise access the SiteFly
Services without SiteFly's prior written
approval. SiteFly reserves the right
to delete any data files associated
with your use of the SiteFly Service
upon termination of this Agreement.
(v) In the event that a charge back
occurs on your credit card which is
your responsibility (for example,
insufficient funds) then you agree
to cover the $25 US charge. If the
error is as a result of SiteFly’s
mistake, no charge back fee will apply.
(c) Termination by You.
You may cancel your SiteFly Service
at any time. To cancel, you must submit
a written request to Customer Care
at least five (5) business days before
the beginning of your next billing
period. If your notice to SiteFly is
within this five (5) business-day
period before the beginning of your
next billing period, you will be charged
for the subsequent billing period,
and the cancellation will take effect
for the following billing period.
Any cancellations that occur after
the monthly payment is withdrawn from
your credit card are non-refundable
and are not pro-rated.
Effects of Cancellation
If you cancel your SiteFly Service,
then as of the end of the applicable
billing period, you will no longer
have access to any of the tools and
services included in the service,
therefore:
(i) SiteFly will no longer host your
web site, and all of your Information
will be deleted
(ii) you will no longer have access
to any site building services, communication
tools, or reports
(iii) you will no longer have access
to your Web Mail, and any files, emails,
attachments, email addresses, and
any other information or content included
in your Web Mail account will be deleted
(iv) you will have no rights to the
graphics or design SiteFly has provided
once cancellation is in effect (i.e.:
design and graphics are the sole property
of SiteFly).
SiteFly IS NOT RESPONSIBLE FOR THE
DELETION OF ANY FILE, ATTACHMENT,
INFORMATION, CONTENT, OR ANY OTHER
CONSEQUENCE OF YOUR DECISION TO CANCEL
THIS SERVICE.
9. Indemnification
You agree to indemnify SiteFly and
hold SiteFly harmless against any and
all liabilities, cost, and expenses,
including reasonable attorney's fees
related to or arising from:
(i) your use of the SiteFly Service
in a way that is prohibited or restricted
under this agreement
(ii) infringement of any copyright,
trademark, intellectual property,
or other right or patent by any material
you post or use on your Member Site
(iii) any breach by you of this Agreement;
and/or
(iv) any indecent, obscene, or libellous
material posted on your Member Site.
10. Reporting
Violations
SiteFly does not routinely monitor
the content of Member Sites but will
investigate complaints of a violation
of third-party rights. Violations
or infringement of a third-party copyright,
other intellectual property right,
or other right will be dealt with
in accordance with the SiteFly policy.
11. Proprietary
Rights
As between the parties, SiteFly acknowledges
that it claims no proprietary rights
in your Information or any intellectual
property right contained therein.
As between the parties, you acknowledge
and agree that SiteFly and its licensors
own all right, title, and interest
in:
(a) the SiteFly Service or any SiteFly
Solution
(b) the Technology available on the
SiteFly Service or SiteFly Solution
(c) and all content, including but
not limited to text, software, music,
sound, photographs, video, graphics,
or other material contained or maintained
on the SiteFly Service or SiteFly Solution
(collectively "SiteFly Content"),
excluding all Member Information.
In addition, you agree that the SiteFly
Content and Technology available on
the SiteFly Service or any SiteFly Solution
is protected by Canadian, U.S. and
international copyrights, trademarks,
service marks, patents, or other proprietary
rights and laws; therefore, you are
permitted to use this SiteFly Content
and Technology only as expressly authorized
by SiteFly. You also understand and
agree that the compilation, collection,
selection, arrangement, assembly,
and coordination of all SiteFly Content
available on the SiteFly Service or
SiteFly Solution is the exclusive property
of SiteFly and its licensors and protected
by U.S. and international copyright
laws. You agree that, except as expressly
authorized by SiteFly, all the SiteFly
Content and Technology available on
the SiteFly Service or SiteFly Solution
may be used by you only for your internal
business and data-gathering purposes.
You may not make, use, sell, copy,
reproduce, distribute, transmit, or
create derivative works from this
SiteFly Content or Technology without
expressly being authorized to do so
by SiteFly.
12. Trademarks
SiteFly (TM), what the web can be (TM),
SiteFly solutions (TM) and other pending
and/or registered trademarks and service
marks, and other graphics, logos,
and service names used by SiteFly on
the SiteFly Service or SiteFly Solutions
to identify the products or services
of SiteFly (collectively the "SiteFly
Trademarks") are the trademarks
of SiteFly. You agree not to use the
SiteFly Trademarks in connection with
your products or services or any third-party
products or services or in any manner
that disparages or discredits SiteFly.
All other brands and names (including
third-party product names) used on
the SiteFly Service are the property
of their respective owners.
13. Limitation
on Liability
(a) YOU ARE SOLELY RESPONSIBLE FOR
THE PROPER CONDUCT OF YOUR BUSINESS
AND ALL OTHER MATTERS UNDER YOUR CONTROL.
REGARDLESS OF THE TYPE OF CLAIM OR
THE NATURE OF THE CAUSE OF ACTION,
YOU AGREE THAT IN NO EVENT WILL SiteFly,
OUR AFFILIATES, CONTRACTORS, SERVICE
PROVIDERS, EMPLOYEES, AGENTS, OR LICENSORS,
OR ANY OTHER PARTY INVOLVED IN CREATING,
PRODUCING, OR DELIVERING THE SiteFly
SERVICE, TECHNOLOGY, OR CONTENT AVAILABLE
ON THE SiteFly SERVICE ("SiteFly
AFFILIATES"), BE LIABLE TO YOU
IN ANY MANNER WHATSOEVER:
(I) FOR ANY DECISION MADE OR ACTION
OR NONACTION TAKEN BY YOU IN RELIANCE
UPON THE INFORMATION PROVIDED THROUGH
THE SiteFly SERVICE
(II) FOR LOSS OR INACCURACY OF DATA
OR COST OF PROCUREMENT OF SUBSTITUTE
GOODS, SERVICES, OR TECHNOLOGY
(III) FOR ANY INDIRECT, SPECIAL, INCIDENTAL,
CONSEQUENTIAL, OR PUNITIVE DAMAGES,
INCLUDING BUT NOT LIMITED TO LOSS
OF REVENUES AND LOSS OF PROFITS, EVEN
IF SiteFly HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES.
(b) THE AGGREGATE LIABILITY OF SiteFly
AND THE SiteFly AFFILIATES ARISING FROM
OR RELATING TO THIS AGREEMENT (REGARDLESS
OF THE FORM OF ACTION OR CLAIM) IS
LIMITED TO ANY AMOUNTS YOU HAVE PAID
TO SiteFly DURING THE TERM OF THIS AGREEMENT
FOR ANY SiteFly SERVICE, SiteFly SOLUTION,
OR TECHNOLOGY.
(c) SOME JURISDICTIONS DO NOT ALLOW
THE LIMITATION OR EXCLUSION OF LIABILITY
FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES;
IN THOSE JURISDICTIONS OUR LIABILITY
SHALL BE LIMITED TO THE EXTENT PERMITTED
BY LAW.
(d) IN NO EVENT IS SiteFly OR ANY SiteFly
AFFILIATE LIABLE FOR ANY DAMAGES ARISING
FROM YOUR FAILURE TO PERFORM YOUR
RESPONSIBILITIES IN CONNECTION WITH
THIS AGREEMENT, OR ARISING FROM ANY
CAUSE BEYOND SiteFly'S CONTROL.
(e) THIS SECTION APPLIES TO ALL CLAIMS
BY YOU IRRESPECTIVE OF THE CAUSE OF
ACTION UNDERLYING YOUR CLAIM, INCLUDING
BUT NOT LIMITED TO BREACH OF CONTRACT
(EVEN IF IN THE NATURE OF A BREACH
OF CONDITION OR A FUNDAMENTAL TERM
OR A FUNDAMENTAL BREACH), OR TORT,
INCLUDING BUT NOT LIMITED TO NEGLIGENCE,
STRICT LIABILITY, FRAUD, MISREPRESENTATION,
AND/OR OTHERWISE.
14. Warranties/Disclaimers
Once you publish your site, you
can expect 99 percent availability
in any calendar month, excluding scheduled
maintenance or outages beyond our
control or other third-party service
provider outages. Your published site
is available when end users are able
to download your homepage from SiteFly.
If, for some reason beyond our control,
the SiteFly service in unavailable to
you and your customers for less than
80% of the time (calendar month),
SiteFly will provide a refund for the
affected month. You acknowledge that
in no way will SiteFly be held financially
responsible for any loss of business
/ service as a result of downtime
of your web site or the improper functioning
of it. Please report any technical
problems to Customer Care.
Once an SiteFly refund is given (for
affected calendar month), it will
be applied to your next billing cycle.
If a credit is necessary, you will
receive the appropriate credit within
6 to 8 weeks of the end of the month
in which the Performance Guarantee
was breached. In no event will SiteFly
refund any portion of the package
service fee. Availability shall be
calculated solely by SiteFly. This Performance
Guarantee does not apply to any technology
offered to you in a "preview"
or "beta" mode.
The remedy stated above is your sole
remedy for any breach of the Performance
Guarantee.
(a) THE OPINIONS AND VIEWS EXPRESSED
IN ANY MEMBER SITE DO NOT REFLECT
THOSE OF SiteFly, AND SiteFly DOES NOT
REVIEW, VERIFY, ENDORSE, OR OTHERWISE
VOUCH FOR THE CONTENT OR LEGITIMACY
OF ANY MEMBER SITES. SiteFly IS NOT
RESPONSIBLE FOR THE CONTENT OF ANY
MEMBER PAGE. MEMBERS ARE SOLELY RESPONSIBLE
FOR EVERYTHING CONTAINED IN THEIR
OWN MEMBER SITE. MEMBERS MAY BE HELD
LEGALLY LIABLE FOR THE CONTENTS OF
THEIR MEMBER SITE AND MAY BE HELD
LEGALLY ACCOUNTABLE IF THEIR MEMBER
SITE INCLUDES, FOR EXAMPLE, ANY DEFAMATORY
COMMENTS OR MATERIAL PROTECTED BY
COPYRIGHT, TRADEMARK, PATENT, OR TRADE
SECRET OR OTHER LAWS WITHOUT THE EXPRESS
PERMISSION OF THE AUTHOR OR OWNER.
(b) SiteFly IS NOT RESPONSIBLE FOR
THE DELIVERY OR QUALITY OF ANY GOODS
OR SERVICES SOLD OR ADVERTISED THROUGH
THE SiteFly NETWORK OR THROUGH ANY SiteFly
AFFILIATE PROGRAM OR THROUGH THE MEMBER
SITES.
(c) EXCEPT FOR 14(a), ALL SiteFly SERVICE,
CONTENT, AND TECHNOLOGY PROVIDED IN
ASSOCIATION WITH THE SiteFly SERVICE
ARE PROVIDED "AS IS" WITHOUT
WARRANTIES OF ANY KIND. TO THE FULL
EXTENT PERMISSIBLE BY APPLICABLE LAW
AND EXCEPT AS SPECIFICALLY SET FORTH
HEREIN, NEITHER SiteFly NOR SiteFly'S
LICENSORS MAKE ANY WARRANTIES OR REPRESENTATIONS
OF ANY KIND WITH RESPECT TO THE SiteFly
SERVICE, CONTENT, TECHNOLOGY, OR PRODUCTS
THAT SiteFly OR ITS LICENSORS OR ANY
OTHER THIRD PARTY PROVIDES, AND SiteFly
AND ITS LICENSORS EXPRESSLY DISCLAIM
ALL IMPLIED AND EXPRESS WARRANTIES
OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, OR NONINFRINGEMENT
WITH RESPECT TO THE SAME. WITHOUT
LIMITING THE FOREGOING, NO WARRANTY
IS GIVEN THAT THE SiteFly SERVICE OR
TECHNOLOGY IS ERROR-FREE. SiteFly AND
ITS LICENSORS DISCLAIM ANY WARRANTY
OF TITLE OR ANY OTHER WARRANTIES FOR
ANY THIRD PARTY'S OFFERING(S) OR PRODUCT(S).
(d) SiteFly DOES NOT GUARANTEE THAT
ITS SECURITY PROCEDURES WILL PREVENT
THE LOSS OF, ALTERATION OF, OR IMPROPER
ACCESS TO YOUR INFORMATION. SiteFly
AND ITS LICENSORS ARE NOT RESPONSIBLE
FOR INVALID DESTINATIONS AND TRANSMISSION
ERRORS IN, CORRUPTION OF, OR THE SECURITY
OF YOUR INFORMATION CARRIED OVER INTEREXCHANGE
CARRIERS', LOCAL EXCHANGE CARRIERS',
OR OTHER PROVIDERS' FACILITIES.
(e) THE DOCUMENTS AND GRAPHICS APPEARING
ON THE SiteFly SERVICE MAY INCLUDE TECHNICAL
INACCURACIES, TYPOGRAPHICAL ERRORS,
AND OUT-OF-DATE INFORMATION; THEREFORE
YOU EXPRESSLY ASSUME ALL RISK FOR
SUCH USE OF THE SiteFly SERVICE, SiteFly
SOLUTION, OR TECHNOLOGY.
(f) SiteFly MAY PROVIDE LINKS TO OTHER
WEB SITES OR RESOURCES. YOU ACKNOWLEDGE
AND AGREE THAT SiteFly IS NOT RESPONSIBLE
FOR THE AVAILABILITY OF SUCH EXTERNAL
SITES OR RESOURCES, AND DOES NOT ENDORSE
AND IS NOT RESPONSIBLE OR LIABLE FOR
ANY CONTENT, ADVERTISING, PRODUCTS,
OR OTHER MATERIALS ON OR AVAILABLE
FROM SUCH SITES OR RESOURCES. YOU
ALSO AGREE THAT SiteFly 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, GOODS, OR SERVICES
AVAILABLE ON SUCH EXTERNAL THIRD-PARTY
SITES.
(g) SiteFly makes no warranty, pledge
or guarantee as to the effect of Search
Engine Marketing or Positioning on
your business results.
15. Miscellaneous
(a) This Agreement shall be governed by and construed
in accordance with U.S. federal laws, excluding its
conflict-of-law provisions. The application of the United
Nations Convention on Contracts for the International
Sale of Goods is expressly excluded. Any law or regulation
that provides that the language of a contract shall
be construed against the drafter shall not apply to
this Agreement. You agree to submit to the exclusive
jurisdiction of the federal and provincial courts of
the province of Ontario, which are located in Toronto,
ON. If local laws prohibit your participation in any
part of the SiteFly Service, or use of them, then you
are responsible for complying with such laws and the
terms of this Agreement.
(b) Any and all disputes between you and SiteFly will
be settled by arbitration in Toronto, ON, in accordance
with the provincial regulations then in force, and you
agree that all negotiations, discussions, and settlements
shall be subject to obligations of confidentiality and
shall not be disclosed to any third party.
(c) If any provision(s) of this Agreement
is held to be contrary to law, then
such provision(s) shall be construed,
as nearly as possible, to reflect
the intentions of the parties with
the other provisions remaining in
full force and effect.
(d) All notices to you shall be in
writing and shall be made either via
email or conventional mail, or by
posting such notices on the SiteFly
Service. SiteFly may broadcast notices
or messages through the SiteFly Service
to inform you of changes to this Agreement,
the SiteFly Service, or other matters
of importance; such broadcasts shall
constitute notice to you. All notices
to SiteFly from you must be made in
writing via our Customer Care form.
(e) SiteFly's failure to exercise or
enforce any right or provision of
this Agreement shall not constitute
a waiver of such right or provision
unless acknowledged and agreed to
by SiteFly in writing.
(f) Except in the event that you
purchase any SiteFly Solution, this
Agreement comprises the entire agreement
between you and SiteFly and supersedes
all prior agreements between the parties
regarding the subject matter contained
herein. Should you choose to purchase
any SiteFly Solution, you will be bound
by all terms and conditions relating
to the provision of such SiteFly Solution.
(g) Your membership in the SiteFly
Service and any of your rights hereunder
may not be assigned or transferred
to any third party. SiteFly reserves
the right to assign this agreement
to any third party that acquires all
or substantially all of its relevant
business or assets.
(h) The section titles in this Agreement
are solely used for the convenience
of the parties and have no legal or
contractual significance.
(i) You represent and warrant that
you are over the age of 18 years,
have read this Agreement, and agree
to be bound by its terms and conditions.
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