Terms & Conditions
TERMS OF USE
Welcome to www.zebranote.com (hereinafter referred to as the “Website”, “Site”, “We”, “Us”, “Our”), owned and operated by Exit 27 LLC, with its office located at 650b Fremont ave nun 127 Los Altos, California-94024. The website is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (the "Terms").
BY CLICKING ON THE "ACCEPT" BUTTON AT THE END OF THE AGREEMENT ACCEPTANCE FORM, USERS (hereinafter referred to as “You” or “Your”) AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. PLEASE READ THIS ENTIRE AGREEMENT CAREFULLY BEFORE ACCEPTING ITS TERMS. YOUR USAGE OF THIS WEBSITE SIGNIFIES YOUR ASSENT TO THE FOLLOWING BINDING AGREEMENT.
Our website provides an online employee scheduling software and manager’s logbook used for all industries (collectively, the “Services”). We have no control over the conduct of Users using our site and services, and disclaim all liability in this regard.
By using the Site, you agree to comply with and be legally bound by the terms and conditions of these Terms of Service ("Terms"). These Terms govern your access to and use of the Site and Services and all Collective Content, and constitute a binding legal agreement between you and us.
Please read carefully these Terms and our Privacy Policy, which may be found at https://zebranote.com/privacy-policy.php , and which is incorporated by reference into these Terms. If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Site. Failure to use the Site in accordance with these Terms may subject you to civil and criminal penalties. This website reserves the right to recover the cost of services, collection charges and lawyers fees from persons using the Site fraudulently. This website reserves the right to initiate legal proceedings against such persons for fraudulent use of the Site and any other unlawful acts or acts or omissions in breach of these terms and conditions.
The use of this Website constitutes your consent to, and agreement to, abide by the most current version of these terms and conditions (the "Terms"). We may at any time revise these terms and conditions by updating the Terms. You agree to be bound by subsequent revisions and agree to review the Terms periodically for changes to the terms and conditions. The most up to date version of the Terms will always be available for your review under the "Terms of Use" link that appears at the bottom of the Website.
PLEASE READ THESE TERMS OF USE AND CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A CLAUSE THAT GOVERNS THE JURISDICTION AND VENUE OF DISPUTES.
IN USING THIS WEBSITE YOU ARE DEEMED TO HAVE READ AND AGREED TO THE FOLLOWING TERMS AND CONDITIONS SET FORTH HEREIN. ANY INCIDENTAL DOCUMENTS AND LINKS MENTIONED SHALL BE CONSIDERED TO BE ACCEPTED JOINTLY WITH THESE TERMS. YOU AGREE TO USE THE WEBSITE ONLY IN STRICT INTERPRETATION AND ACCEPTANCE OF THESE TERMS AND ANY ACTIONS OR COMMITMENTS MADE WITHOUT REGARD TO THESE TERMS SHALL BE AT YOUR OWN RISK. THESE TERMS AND CONDITIONS FORM PART OF THE AGREEMENT BETWEEN THE USERS AND US. BY ACCESSING THIS WEBSITE, AND/OR UNDERTAKING TO PERFORM A SERVICE BY US INDICATES YOUR UNDERSTANDING, AGREEMENT TO AND ACCEPTANCE, OF THE DISCLAIMER NOTICE AND THE FULL TERMS AND CONDITIONS CONTAINED HEREIN.
1. DEFINITIONS:
1.1 "Agreement" shall mean the terms and conditions as detailed herein including all Exhibits, privacy policy, other policies mentioned on the website and will include the references to this agreement as amended, negated, supplemented, varied or replaced from time to time.
1.2 “www.zebranote.com” shall mean the online platform offering employee scheduling subscription services.
1.3 “Employer” shall mean the owner of the company or any person appointed by employer also known as manager who creates an account on our website in order to create schedules, communicate and manage their employee requests. Employer shall also be referred to as “Users” or “You”. A user who creates an account on our website in order to avail the services provided by our website shall also be known as a member.
1.4 “Employee” shall mean one actual person who can use the Service to access his or her schedule or who is scheduled using the Service. This includes any and all managers. If a person is not technically an “employee”, that person may still be considered an Employee for the purpose of these Terms of Service and by this definition of an Employee.
1.5 “Account” shall mean the accounts created by the Users on our website in order to use the Services provided by us and require information such as name, email address, contact number etc.
1.6 “Subscription” shall mean the fees payable by you to us in order for you to access the Services.
1.7 “Content/files” shall mean all information, data, images, documents, files, scripts, applications, electronic media, calendar dates, tasks, telephone, e-mail or other contact details, logos, text, webpage and any other file or data or similar material to each of the foregoing which is uploaded, distributed, disseminated or incorporated, processed or entered into, onto or via the Services.
1.8 “User content” shall mean all Content that a user uploads, publishes, submits or transmits to be made available through our website.
1.9 “www.zebranote.com Content” shall mean all Content that our website makes available through the site or Services, including any Content licensed from a third party, but excluding user Content.
2. INTERPRETATION:
2.1 The official language of these terms shall be English.
2.2 The headings and sub-headings are merely for convenience purpose and shall not be used for interpretation.
3. ELIGIBILITY:
3.1 You may use the Service only if you are at least eighteen (18) years of age and can form a binding contract with us, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations.
3.2 Any use or access to the Service by anyone under 18 is strictly prohibited and in violation of this Agreement. Our website reserves the right to terminate your membership and refuse to provide you with access to the website if we discover that you are under the age of 18 years. The Service is not available to any Users previously removed from the Service by us, unless we provide such Users with specific written authorization to re-use the Service.
3.3 Except where additional terms and conditions are provided which are services/product specific, these terms and conditions supersede all previous representations, understandings, or agreements and shall prevail notwithstanding any variance with any other terms of any order submitted. By using the services of our website you agree to be bound by the Terms and Conditions.
4. REGISTRATION:
4.1 It is mandatory for the Users to create an account on our website in order to use our services. Registering on our website is free
4.2 In order to create an account and register with us you shall either create an account with us or you may register with us by using your valid account on the social networking service (“SNS”) such as Facebook or twitter or Linkedin accounts or Google accounts (each such account, a “Third-Party Account”). If you access the Services through a SNS, you may link your Account with Third-Party Accounts, by allowing us to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to us and/or grant us access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions 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 such third-party service providers. 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, and we disclaim any liability for personally identifiable information that may be provided to it by such third-party service providers in violation of the privacy settings that you have set in such third-party accounts.
A. Accounts:
a) In order to create an account directly with us, you must provide us with certain personal information including personal information such as name, email address, contact number, password etc.
b) You represent and warrant that all required registration information you submit is truthful and accurate, and you will maintain the accuracy of such information. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify us of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements. You must not share your password or other access credentials with any other person or entity that is not authorized to access your account. Without limiting the foregoing, you are solely responsible for any activities or actions that occur under your website account access credentials. We encourage you to use a “strong” password (a password that includes a combination of upper and lower case letters, numbers, and symbols) with your account. We cannot and will not be liable for any loss or damage arising from your failure to comply with any of the above.
4.3 You agree to provide and maintain accurate, current and complete information about your Account. Without limiting the foregoing, in the event you change any of your personal information as mentioned above in this Agreement, you will update your Account information promptly.
4.4 When creating an Account, don’t:
a) Provide any false personal information to us (including without limitation a false username) or create any Account for anyone other than yourself without such other person’s permission;
b) Use a username that is the name of another person with the intent to impersonate that person;
c) Use a username that is subject to rights of another person without appropriate authorization; or
d) Use a username that is offensive, vulgar or obscene or otherwise in bad taste.
4.5 We reserve the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, false or misleading or to reclaim any username that you create through the Service that violates our Terms. If you have reason to believe that your Account is no longer secure, then you must immediately notify us at info@zebranote.com
4.6 You may not transfer or sell your www.zebranote.com account and User ID to another party. If you are registering as a business entity, you personally guarantee that you have the authority to bind the entity to this Agreement.
4.7 Our Services are not available to temporarily or indefinitely suspended Users. Our website reserves the right, in its sole discretion, to cancel unconfirmed or inactive accounts. Our website reserves the right to refuse service to anyone, for any reason, at any time.
4.8 One individual/entity can own only one account in his/her/its name.
4.9 You agree to comply with all local laws regarding online conduct and acceptable content. You are responsible for all applicable taxes. In addition, you must abide by our website’s policies as stated in the Agreement and all other policies listed on the website and all other operating rules, policies and procedures that may be published from time to time on the website by Company.
5. SERVICES:
5.1 Our website provides businesses with web software that allows employers/managers to create, and maintain their employee work schedules online, and provides employees with access to that information both through the web and through email.
5.2 Our website helps you improve communication, eliminate excuses, boost accountability among your staff, track time and attendance, and grow your business.
5.3 Our website can help you build your schedule for the week in as little as 15 minutes.
5.4 In order to avail our services, you shall be required to subscribe to any one of the subscription plans as mentioned on our website.
5.5 Our website also offer you 30 days free trial offer. In order to avail this you are required to go on to our website and click on try it free icon made available to you on our homepage.
6. PAYMENTS:
6.1 All payments shall be made in usa currency.
6.2 All our payments are processed through Paypal, our payment merchant and/or via user’s valid debit or credit card.
6.3 A non-refundable Subscription fees shall be paid in advance. We shall provide you with our services only when our account has been credited with the subscription fees.
6.4 User authorizes us to automatically bill and charge the credit card provided, for each subscription term for the services which users avail from us, unless service is terminated or cancelled by either party prior to the subscription term's expiration.
6.5 Users shall not be entitled to any refunds at any time.
6.6 Our fees shall be subject to change at our discretion without any notice to the User. Thus Users continued use of our services shall deem to be acceptance to the change in the payment terms and they represent and warrant to pay the fees and adhere to the payment terms as fixed by us.
7. PAYMENT GATEWAYS:
7.1 Users expressly agree and acknowledge that our website may employ or collaborate with third party payment gateways using secure connections in order to facilitate, distribute, transact and receive payments for the Services offered and received on or through our website.
7.2 Our website reserves the right to change or replace the payment gateway at its sole discretion without any reservation whatsoever. Our website may store and process card and bank information necessary to collect payments from Users. All transactions are completed through third party payment gateways and at no point of time our website assumes any liability for any loss of data or wrongful payment or invalid payment processing by such a third party. Users agree that Users will hold our website harmless against any such dispute or legal claim. We shall not be responsible for delays or erroneous transaction execution or due to payment issues.
7.3 We take utmost care to work with 3rd party payment providers, but do not control their systems, processes, technology and work flows, hence cannot be held responsible for any fault at the end of payment provider.
8. CANCELLATION:
8.1 At the end of each subscription term/plan, your service will be renewed automatically and your credit card shall be charged for the same, unless you cancel our services by emailing at info@zebranote.com with your ID stating that you would like to cancel the Service.
8.2 We do not give refunds for any portion of an unused subscription. By canceling before your subscription is over, you are authorizing us to close your account, therefore blocking all access to it, and you are accepting that you will not receive a refund for the remainder of the subscription term not used.
9. FRAUDULENT/DECLINED TRANSACTIONS:
9.1 Our website reserves the right to recover the cost of services, collection charges and lawyers' fees from persons using the website fraudulently. We reserve the right to initiate legal proceedings against such persons for fraudulent use of the website and any other unlawful act or acts or omissions in breach of these terms and conditions.
9.2 We shall be under no liability whatsoever in respect of any loss or damage arising directly or indirectly out of the decline of authorization for any Transaction, on Account of the Cardholder having exceeded the preset limit mutually agreed by us with our acquiring bank from time to time.
10. USE OF THE WEBSITE:
10.1 Our website grants you a non-transferable, non-exclusive, license to use the Services solely for your personal, noncommercial use. If at any time our website reasonably believes in its sole discretion that you are using the Service beyond this scope, we may terminate your access to the Service with no additional liability to you. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services; (c) you shall not access the Services in order to build a similar or competitive service; and (d) except as expressly stated herein, no part of the Service may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Site or Services shall be subject to the terms of this Agreement.
10.2 You shall not post, host, display, upload, modify, publish, transmit, update or share any information which:
(a) belongs to another person and to which You do not have any right;
(b) is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic, libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever; or unlawfully threatening or unlawfully harassing including but not limited to "indecent representation of women”;
(c) is misleading in any way;
(d) is patently offensive to the online community, such as sexually explicit content, or content that promotes obscenity, paedophilia, racism, bigotry, hatred or physical harm of any kind against any group or individual;
(e) harasses or advocates harassment of another person;
(f) involves the transmission of "junk mail", "chain letters", or unsolicited mass mailing or "spamming";
(g) promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libellous;
(h) infringes upon or violates any third party's rights [including, but not limited to, intellectual property rights, rights of privacy (including without limitation unauthorized disclosure of a person's name, email address, physical address or phone number) or rights of publicity];
(i) promotes an illegal or unauthorized copy of another person's copyrighted work (see "Copyright complaint" below for instructions on how to lodge a complaint about uploaded copyrighted material), such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
(j) contains restricted or password-only access pages, or hidden pages or images (those not linked to or from another accessible page);
(k) provides material that exploits people in a sexual, violent or otherwise inappropriate manner or solicits personal information from anyone;
(l) provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
(m) contains video, photographs, or images of another person (with a minor or an adult).
(n) tries to gain unauthorized access or exceeds the scope of authorized access to the website or other areas of the website or solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
(o) engages in commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising and pyramid schemes, or the buying or selling of "virtual" products;
(p) solicits gambling or engages in any gambling activity which we, in our sole discretion, believe is or could be construed as being illegal;
(q) interferes with another User's use and enjoyment of the website and enjoyment of similar services;
(r) refers to any URL that, in Our sole discretion, contains material that is inappropriate for the website, contains content that would be prohibited or violates the letter or spirit of these Terms of Use.
(s) harm minors in any way;
(t) infringes any patent, trademark, copyright or other proprietary rights or third party's trade secrets or rights of publicity or privacy or shall not be fraudulent or involve the sale of counterfeit or stolen products;
(u) violates any law for the time being in force;
(v) deceives or misleads the addressee/ users about the origin of such messages or communicates any information which is grossly offensive or menacing innature;
(w) impersonate another person;
(x) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; or contains any trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, diminish value of, surreptitiously intercept or expropriate any system, data or personal information;
(y) threatens the unity, integrity, defence, security, sovereignty of USA, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation.
(z) shall not be false, inaccurate or misleading;
10.3 You shall not create liability for us or cause us to lose (in whole or in part) the services of our internet service provider ("ISPs") or other suppliers;
10.4 You shall not use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the website or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the website or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the website. We reserve our right to bar any such activity.
10.5 You shall not attempt to gain unauthorized access to any portion or feature of the website, or any other systems or networks connected to the website or to any server, computer, network, or to any of the services offered on or through the website, by hacking, password "mining" or any other illegitimate means.
10.6 You shall not probe, scan or test the vulnerability of the website or any network connected to the website nor breach the security or authentication measures on the website or any network connected to the website. You may not reverse look-up, trace or seek to trace any information of any other User or visitor to website, or any other customer, including any account on the website not owned by You, to its source, or exploit the website or any service or information made available or offered by or through the website, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than Your own information, as provided for by the website.
10.7 You shall not make any negative, denigrating or defamatory statement(s) or comment(s) about Us or the brand name or domain name used by Us, or otherwise engage in any conduct or action that might tarnish the image or reputation, of our website or otherwise tarnish or dilute any of our trade or service marks, trade name and/or goodwill associated with such trade or service marks, trade name as may be owned or used by us. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the website or our systems or networks, or any systems or networks connected to us.
10.8 You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to us on or through the website or any service offered on or through the website. You may not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity.
10.9 You may not use the website or any content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of our website and / or others.
10.10 You shall solely enable us to use the information you supply us with, so that we are not violating any rights you might have in your Information, you agree to grant Us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise the copyright, publicity, database rights or any other rights you have in your Information, in any media now known or not currently known, with respect to your Information. We will only use your information in accordance with the Terms of Use and Privacy Policy applicable to use of the website.
10.11 We reserve the right, but have no obligation, to monitor the materials posted on the website. Our website shall have the right to remove or edit any content that in its sole discretion violates, or is alleged to violate, any applicable law or either the spirit or letter of these Terms of Use. Notwithstanding this right, you remain solely responsible for the content of the materials you post on the website and in your private messages. Please be advised that such Content posted does not necessarily reflect our views. In no event shall our website assume or have any responsibility or liability for any Content posted or for any claims, damages or losses resulting from use of Content and/or appearance of Content on the website. You hereby represent and warrant that you have all necessary rights in and to all Content which you provide and all information it contains and that such Content shall not infringe any proprietary or other rights of third parties or contain any libellous, tortious, or otherwise unlawful information.
10.12 It is possible that any of the user (including unauthorized users or "hackers") may post or transmit offensive or obscene materials on the website and that other users may be involuntarily exposed to such offensive and obscene materials. It also is possible for others to obtain personal information about you due to your use of the website, and that the recipient may use such information to harass or injure you. We do not approve of such unauthorized uses, but by using the website, you acknowledge and agree that we are not responsible for the use of any personal information that you publicly disclose or share with others on the website. Please carefully select the type of information that you publicly disclose or share with others on the website.
10.13 We shall have all the rights to take necessary action and claim damages that may occur due to your involvement/participation in any way on your own or through group/s of people, intentionally or unintentionally in DoS/DDoS (Distributed Denial of Services).
11. OWNERSHIP:
All right, title, and interest in and to the website (excluding postings/content provided by the users) is and will remain the exclusive property of www.zebranote.com and our licensors. The website service is protected by copyright, trademark, and other laws of United States of America. Nothing in these Terms gives you a right to use the name of the website or website’s trademark or logo, or any other trademarks, logos, domain names, or other distinctive brand features relating to the website or located on the website.
12. INTELLECTUAL PROPERTY OF COMPANY:
12.1 Our website, its suppliers and licensors expressly reserve all intellectual property rights in all text, programs, products, processes, technology, content and other materials, which appear on this Site. Access to this Site does not confer and shall not be considered as conferring upon anyone any license under any of www.zebra.com or any third party's intellectual property rights. All rights, including copyright, in this website are owned by or licensed to us or third party suppliers. Any use of this website or its contents, including copying or storing it or them in whole or part, other than for your own personal, non-commercial use is prohibited without the permission of our website. You cannot modify, distribute or re-post anything on this website for any purpose.
12.2 The www.zebranote.com names and logos and all related product and service and our slogans are the trademarks or service marks of the Company. All other marks are the property of their respective companies. No trademark or service mark license is granted in connection with the materials contained on this Site. Access to this Site does not authorize anyone to use any name, logo or mark in any manner.
12.3 All materials, including images, text, illustrations, designs, icons, photographs, programs, music clips or downloads, video clips and written and other materials that are part of this Site (collectively, the "Contents") are intended solely for personal, non-commercial use. You may download or copy the Contents and other downloadable materials displayed on the Site for your personal use only. No right, title or interest in any downloaded materials or software is transferred to you as a result of any such downloading or copying. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of or exploit in any way, in whole or in part, any of the Contents, the Site or any related software. All software used on this Site is the property of our website or its suppliers and protected by copyright laws of United States of America. Any other use, including the reproduction, modification, distribution, transmission, republication, display, or performance, of the Contents on this Site is strictly prohibited. Unless otherwise noted, all Contents are copyrights, trademarks and/or other intellectual property owned, controlled or licensed by our website, one of its affiliates or by third parties who have licensed their materials to us and are protected by copyright laws of United States of America. The compilation (meaning the collection, arrangement, and assembly) of all Contents on this Site is the exclusive property of our website and is also protected by Copyright laws of United States of America.
12.4 If you learn of any unlawful material or activity on our website, or any material or activity that breaches this notice, please inform us. We respect the intellectual property rights of others and expect users of the Services to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are promptly and properly provided to us. If you have a reason to believe that Your Content has been copied in a way that constitutes copyright infringement, please provide us with the following information:
(i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf;
(ii) identification of the copyrighted work claimed to have been infringed;
(iii) 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;
(iv) Your contact information, including your address, telephone number and an email address;
(v) a statement by you that you have 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
(vi) a statement that the information in the notification is accurate, and that You are authorized to act on behalf of the copyright owner.
12.5 We have the right to remove the Content alleged to be infringing without prior notice, at our sole discretion, and without liability to you. In appropriate circumstances, we will also terminate a user’s account if we determine that the user is a repeat infringer.
12.6 While we are not obligated to review User Submitted Materials for copyright infringement, we are committed to protecting copyrights and expect users of our website to do the same. If you believe in good faith that any material used or displayed on or through our website infringes your copyright, you (or your agent) may send us a notice requesting that the material be removed, or access to it blocked. The notice must include the information as stated in clause 10.4 above.
12.7 Notices regarding our website should be sent to: _________________________________________________ (email address of our copyright agent to whom copyright infringement complaints can be filed).
12.8 We take the protection of our copyright very seriously. Thus, if we discover that you have infringed any of our copyright, we may bring legal proceedings against you, seeking monetary damages and/or an injunction to stop you using those materials. You could also be ordered to pay legal costs.
13. REVIEWS, FEEDBACK, SUBMISSIONS:
13.1 All reviews, comments, feedback, suggestions, ideas, and other submissions disclosed, submitted or offered to us on or by this Site or otherwise disclosed, submitted or offered in connection with your use of this Site (collectively, the "Comments") shall be and remain our property. Such disclosure, submission or offer of any Comments shall constitute an assignment to us of all worldwide rights, titles and interests in all copyrights and other intellectual properties in the Comments. Thus, we exclusively own all such rights, titles and interests and shall not be limited in any way in its use, commercial or otherwise, of any Comments. We will be entitled to use, reproduce, disclose, modify, adapt, create derivative works from, publish, display and distribute any Comments you submit for any purpose whatsoever, without restriction and without compensating you in any way.
13.2 We are and shall be under no obligation (1) to maintain any feedback/Comments in confidence; (2) to pay you any compensation for any Comments; or (3) to respond to any Comments. You agree that any Comments submitted by you to the Site will not violate this policy or any right of any third party, including copyright, trademark, privacy or other personal or proprietary right(s), and will not cause injury to any person or entity. You further agree that no Comments submitted by you to the Site will be or contain libelous or otherwise unlawful, threatening, abusive or obscene material, or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings or any form of "spam".
13.3 Our website does not regularly review posted Comments, but does reserve the right (but not the obligation) to monitor and edit or remove any Comments submitted to the Site. You grant us the right to use the name that you submit in connection with any Comments. You agree not to use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of any Comments you submit. You are and shall remain solely responsible for the content of any Comments you make and you agree to indemnify us and our affiliates for all claims resulting from any Comments you submit. We and our affiliates take no responsibility and assume no liability for any Comments submitted by you or any third party.
14. LINKS TO THIRD PARTY SITES:
14.1 The Service may include links to other sites and services that are not operated by us. We are providing these links to you only as a convenience and are not responsible for the content or links displayed on such sites.
14.2 You are responsible for and assume all risk arising from your use or reliance of any third party sites. We may provide tools through the Service that enable you to export information, including without limitation Content, to third party services. By using these tools, you agree that we may transfer such information to the applicable third-party service. Such third party services are not under our control, and we are not responsible for their use of your exported information.
14.3 Linked Services created by third party developers may be available on, through or in connection with our Services. Linked Services include applications, websites, desktop, wireless, mobile and other services available from third parties which can be installed onto your Profile, or elsewhere on our Services, shared with other members and Users on our Services, otherwise accessed via our Services, or which may link to your Profile from outside of our Services.
14.4 Third parties that offer Linked Services may also provide you with certain options and choices, but keep in mind that when you engage with a Linked Service, you are interacting with a third party, not with us. We do not control the third party, and cannot dictate its actions. If you choose to use a Linked Service, the Linked Service may collect, store, use and share your data in accordance with the terms of service (not our terms of Use/Service) and privacy policy of and your privacy settings (if any) on such Linked Service.
14.5 In addition, the third party providing the Linked Service may use other parties to provide portions of the service to you, such as technology, development or payment services. We may have limited control or no control at all over the content, operations, policies, terms, or other elements of Linked Service, and we do not assume any obligation to review any Linked Service. We do not endorse, approve, or sponsor any Linked Service, or any third-party content, advertising, information, materials, products, services, or other items.
14.6 We are not responsible for the quality or delivery of the services offered, accessed, obtained by or advertised at such Linked Services and make no warranties, express or implied, as to the Linked Services or the providers of such Linked Services (including, but not limited to, the privacy practices thereof). We encourage you not to provide any personally identifiable information to any Linked Service unless you know and are comfortable with the third party with whom you are interacting.
14.7 Finally, we will under no circumstances be liable for any direct, indirect, incidental or special loss or other damages, whether arising from negligence, breach of contract, defamation, infringement of copyright or other intellectual property rights, caused by the exhibition, distribution or exploitation of any information or content contained within Linked Services. Any activities you engage in with any of the same, including but not limited to the provision of Content or data to them, are subject to the privacy and other policies, terms and conditions of use, and rules issued by the operator of the Linked Service so we encourage you to review them carefully.
15. TERMINATION:
15.1 We may, at any time and without notice, suspend, cancel, or terminate your right to use the website (or any portion of the website). In the event of suspension, cancellation, or termination, you are no longer authorized to access the part of the website affected by such suspension, cancellation, or termination. In the event of any suspension, cancellation, or termination, the restrictions imposed on you with respect to material downloaded from the website and the disclaimers and limitations of liabilities set forth in the Agreement, shall survive.
15.2 Without limiting the foregoing, we may close, suspend or limit your access to our website:
• if we determine that you have breached, or are acting in breach of, this Agreement;
• if we determine that you have breached legal liabilities (actual or potential), including infringing someone else's Intellectual Property Rights;
• if we determine that you have engaged, or are engaging, in fraudulent, or illegal activities;
• to manage any risk of loss to us, a User, or any other person; or
• For other similar reasons.
15.3 If we find you breaching this User Agreement, you may also become liable for _________________________ (amount) of fees.
16. INDEMNIFICATION:
You agree to defend, indemnify and hold harmless our Company/website, its employees, directors, officers, agents and their successors and assigns from and against any and all claims, liabilities, damages, losses, costs and expenses, including attorney's fees, caused by or arising out of claims based upon your actions or inactions, which may result in any loss or liability to our website or any third party including but not limited to breach of any warranties, representations or undertakings or in relation to the non-fulfillment of any of your obligations under this User Agreement or arising out of your violation of any applicable laws, regulations including but not limited to Intellectual Property Rights, payment of statutory dues and taxes, claim of libel, defamation, violation of rights of privacy or publicity, loss of service by other subscribers and infringement of intellectual property or other rights. This clause shall survive the expiry or termination of this User Agreement.
17. LIMITATION OF LIABILITY:
17.1 WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES. WE SHALL ALSO NOT BE LIABLE FOR ANY DAMAGES OR LOSSES RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE WEBSITE; (B) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES; (C) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY USING THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF MEMBERS AND OTHER USERS OR THIRD PARTIES; (D) ANY CONTENT OBTAINED FROM THE WEBSITE; OR (E) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.
17.2 IN NO EVENT SHALL OUR AGGREGATE LIABILITY EXCEED THE GREATER OF _______________________________ (amount). FOR THE AVOIDANCE OF DOUBT, THE FOREGOING LIMITS THE LIABILITY OF ALL WEBSITE ENTITIES IN THE AGGREGATE TO THE AMOUNT STATED.
17.3 THE LIMITATIONS OF THIS SECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND WHETHER OR NOT ANY OF THE WEBSITE ENTITIES HAS BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
17.4 IF ANY OF THE ABOVE LIMITATIONS DOES NOT APPLY TO YOU BECAUSE YOU ARE ACCESSING WEBSITE FROM A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THESE LIMITATIONS WILL APPLY TO YOU TO THE MAXIMUM EXTENT ALLOWABLE UNDER APPLICABLE LAW.
18. GOVERNING LAWS AND JURISDICTION:
18.1 These Terms and any action related thereto will be governed by the laws of United States of America without regard to or application of its conflict of law provisions or user’s state or country of residence.
18.2 Users agree to submit to the exclusive jurisdiction of the courts in California, United States of America in relation to proceedings arising out of this agreement.
19. DISPUTE RESOLUTION:
In the interest of resolving disputes between you and us in the most expedient and cost effective manner, you and we agree that any and all disputes arising in connection with the Terms shall be resolved by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Our agreement to arbitrate disputes includes, but is not limited to all claims arising out of or relating to any aspect of the Terms, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, and regardless of whether the claims arise during or after the termination of the Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THE TERMS, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
20. PRIVACY:
All Personal Information and User Generated Content provided to or displayed on the Site and Services are subject to our Privacy Statement.
21. NOTICE:
21.1 By using the Site and Services, you accept that communication with us will be mainly electronic. We will contact you by email or provide you with information by posting notices on the Site and Services.
21.2 You acknowledge that all contracts, notices, information and other communication we may provide electronically comply with any legal requirements that such documents are in writing.
21.3 Notice will be deemed received and properly served immediately when posted on the Site and Services, 24 hours after an email is sent. As proof of service, it is sufficient that:
(a) the email was sent to the specified email address.
22. SPECIAL ADMONITIONS FOR INTERNATIONAL USE:
The services of our website are available globally. By agreeing to our terms of use and other policies, you warrant that it is completely legal to use our services in your country. It is the duty of the user to verify any potential violation. You agree to indemnify us or sister companies, employees, agents or any related individual or organization for any liability it might incur in a foreign jurisdiction. Our services shall not be deemed to constitute an offer to sell or serve in countries where it is illegal to do so. We reserve the right to monitor the location from which users access our services and to block access from any jurisdiction in which participation is illegal or restricted.
23. NO WAIVER IMPLIED:
The failure of us to enforce at any time any of the provisions of these of Agreement, or the failure to require at any time performance by you of any of the provisions of these provisions, shall in no way be construed to be a present or future waiver of such provisions, nor in any way affect the our right to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of these provisions shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
24. SEVERABILITY:
Each Term shall be deemed to be severable. If any Term or portion thereof is found to be invalid or unenforceable, such invalidity or unenforceability shall in no way effect the validity or enforceability of any other Term.
25. ASSIGNMENT:
25.1 You will not assign any rights or delegate any obligations under these Terms, in whole or in part, by operation of law or otherwise, without obtaining our prior written consent, which may be withheld in our sole discretion.
25.2 We may assign our rights and delegate any of our obligations under these Terms, in whole or in part, without your consent. Any assignment or delegation in violation of the foregoing will be null and void. These Terms will be binding and inure to the benefit of each party’s permitted successors and assigns.
26. FORCE MAJEURE:
We shall be under no liability to you in respect of anything that, if not for this provision, would or might constitute a breach of these Terms, where this arises out of circumstances beyond our control, including but not limited to:
(a) acts of god;
(b) natural disasters;
(c) sabotage;
(d) accident;
(e) riot;
(f) shortage of supplies, equipment, and materials;
(g) strikes and lockouts;
(h) civil unrest;
(i) Computer hacking; or
(j) malicious damage.
27. DISCLAIMER:
27.1 The information and services included in or available through the Service may include inaccuracies or typographical errors. Changes are periodically added to the information herein. We may make improvements and/or changes in the Service at any time. Our website does not represent or warrant that the Service will be uninterrupted or error-free, that defects will be corrected, or that the Service or the server that makes it available, are free of viruses or other harmful components. Our website does not warrant or represent that the use or the results of the use of the Service or the materials made available as part of the Service will be correct, accurate, timely, or otherwise reliable. You specifically agree that our website shall not be responsible for unauthorized access to or alteration of your data.
27.2 OUR WEBSITE MAKES NO REPRESENTATIONS ABOUT THE RELIABILITY, SUITABILITY, TIMELINESS, AVAILABILITY, AND ACCURACY OF THE SERVICE FOR ANY PURPOSE. THE SERVICE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. OUR WEBSITE HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE SERVICE, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. IN NO EVENT SHALL OUR WEBSITE BE LIABLE FOR ANY INDIRECT, DIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SERVICE, WITH THE DELAY OR INABILITY TO USE THE SERVICE, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SERVICE, OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, WHETHER BASED ON CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF OUR WEBSITE HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE, OR WITH ANY PART OF THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO CANCEL (SEE “TERMINATION / CANCELLATION”) AND DISCONTINUE USING THE SERVICE.
28. LEGAL COMPLIANCE
28.1 In addition to this Agreement, you must familiarise yourself with, and comply with the Policies, domestic laws (including common law), state legislation, international laws, statutes, ordinances and regulations regarding your use of our services. Notwithstanding successful conclusion of a transaction you must ensure strict compliance with any particular formalities which, if not complied with, will either render a transaction void or unlawful.
28.2 You alone, and not we, are responsible for ensuring that the services and any other activities conducted on the website are lawful. You must ensure that they comply with all applicable laws in United States of America and all other countries.
28.3 You should comply with country, state and federal regulations.
29. ENTIRE AGREEMENT:
These Terms collectively represent the entire agreement and understanding between you and us and supersede any other agreement or understanding (written, oral or implied) that you and we may have had. Any statement, inducement, promise, covenant or condition not expressly found either in these Terms shall be deemed as void.
30. CONTACT US:
For any further clarification of out Terms and Conditions, please write to us at info@zebranote.com