Terms of Service
Effective Date: January 2017
AGREEMENT Welcome to Renewal Services! Please read the following terms and conditions carefully before clicking “I Agree.” By clicking “I Agree,” You agree to be bound to these Terms of Use (the “Agreement”), constituting a legally binding agreement by and between Sequel Data Systems Inc., (hereinafter, “Renewal Services”) and you (in either case, “You” or “Your”) concerning Your use of Renewal Services’s website (the “Website”) and the services available through the Website (the “Services”). We encourage you to print the Agreement or copy it to your computer’s hard drive for your reference.
By using the Website and Services, You represent and warrant that You have read and understood, and agree to be bound by, this Agreement and Renewal Services’s Privacy Policy (the “Privacy Policy”), which is incorporated herein by reference and made part of this Agreement.
IF YOU DO NOT UNDERSTAND THIS AGREEMENT, OR DO NOT AGREE TO BE BOUND BY IT OR THE PRIVACY POLICY, YOU MAY NOT ACCESS OR USE THE WEBSITE OR SERVICES AND YOU MUST IMMEDIATELY LEAVE THE WEBSITE AND CEASE USING THE SERVICES.
These terms contain a mandatory arbitration of disputes provision that requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions, and also limits the remedies available to you in the event of a dispute. See Section 24 (Dispute Resolution) for full details.
PRIVACY POLICY By using the Website, You consent to the collection and use of certain information about You, as specified in the Privacy Policy. Renewal Services encourages users of the Website to frequently check Renewal Services’ Privacy Policy for changes.
CHANGES TO AGREEMENT AND PRIVACY POLICY Internet technology and the applicable laws, rules, and regulations change frequently. ACCORDINGLY, RENEWAL SERVICES RESERVES THE RIGHT TO CHANGE THIS AGREEMENT AND ITS PRIVACY POLICY AT ANY TIME UPON NOTICE TO YOU, TO BE GIVEN BY THE POSTING OF A NEW VERSION OR A CHANGE NOTICE ON THE WEBSITE. IT IS YOUR RESPONSIBILITY TO REVIEW THIS AGREEMENT AND THE PRIVACY POLICY PERIODICALLY. IF AT ANY TIME YOU FIND EITHER UNACCEPTABLE, YOU MUST IMMEDIATELY LEAVE THE WEBSITE AND CEASE USING THE SERVICES. Unless Renewal Services obtains Your express consent, any revised Privacy Policy will apply only to information collected by Renewal Services after such time as the revised Privacy Policy takes effect, and not to information collected under any earlier Privacy Policies.
ELIGIBILITY BY USING THE WEBSITE OR SERVICES, YOU REPRESENT AND WARRANT THAT YOU ARE AT LEAST 18 YEARS OLD AND ARE OTHERWISE LEGALLY QUALIFIED TO ENTER INTO AND FORM CONTRACTS UNDER APPLICABLE LAW. Any individual using the Website or Services on behalf of a company further represents and warrants that they are authorized to act and enter into contracts on behalf of that company. This Agreement is void where prohibited.
RENEWAL SERVICES’S ROLE Without limitation, You agree that Renewal Services is merely a technology solution and does not directly control the host servers that contain customer information relevant to the Services. Renewal Services does not control the quality of any aspect of the Services. Renewal Services does not guarantee that any user will avoid unexpected expirations of warranties. Unless stated otherwise in this Agreement, You are solely responsible for tracking and accounting for any information regarding product warranties and You are solely responsible for conducting your own due diligence at all times. You use the Renewal Services Website and Services at Your own risk, without limitation and pursuant to Section 8 ASSUMPTION OF RISK; RELEASE. For addition information, please carefully review Section 21: DISCLAIMERS; LIMITATION OF LIABILITY.
LICENSE Subject to Your compliance with the terms and conditions of this Agreement, Renewal Services grants You a non-exclusive, non-sublicensable, revocable as stated in this Agreement, non-transferable license to use the Website and Services. The Website, or any portion of the Website, may not be reproduced, duplicated, copied, modified, sold, resold, distributed, transmitted, or otherwise exploited for any commercial purpose without the express written consent of Renewal Services. All rights not expressly granted herein are reserved by Renewal Services. Without limitation, this Agreement grants You no rights in or to the intellectual property of Renewal Services or any other party, except as expressly set forth herein. The license granted in this section is conditioned on Your compliance with the terms and conditions of this Agreement. Your rights under this section will immediately terminate in the event that You breach, actually or potentially in the sole judgment of Renewal Services, any provision of this Agreement.
NO RELIANCE ON THIRD-PARTY CONTENT The Website and Services are provided only as a technology solution. Opinions, advice, statements, or other information made available by means of the Website and Services by third-parties, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. Renewal Services does not: (i) guarantee the accuracy, completeness, or usefulness of any third-party information accessible on or through the Website; or (ii) adopt, endorse, or accept responsibility for the accuracy or reliability of any opinion, advice or statement made by a third-party by means of the Website and Services. Under no circumstances will Renewal Services be responsible for any loss or damage resulting from your reliance on information or other content posted on the Website or transmitted to or by any third-party.
ASSUMPTION OF RISK; RELEASE YOU KNOWINGLY AND FREELY ASSUME ALL RISK WHEN USING THE WEBSITE AND SERVICES. YOU, ON BEHALF OF YOURSELF, YOUR PERSONAL REPRESENTATIVES, AND YOUR HEIRS, HEREBY VOLUNTARILY AGREE TO RELEASE, WAIVE, DISCHARGE, HOLD HARMLESS, DEFEND, AND INDEMNIFY RENEWAL SERVICES AND ITS STOCKHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, CONSULTANTS, REPRESENTATIVES, SUBLICENSEES, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “RENEWAL SERVICES PARTIES”) FROM ANY AND ALL CLAIMS, ACTIONS, OR LOSSES FOR BODILY INJURY, PROPERTY DAMAGE, WRONGFUL DEATH, EMOTIONAL DISTRESS, LOSS OF PRIVACY, OR OTHER DAMAGES OR HARM, WHETHER TO YOU OR TO THIRD PARTIES, THAT MAY RESULT FROM YOUR USE OF THE WEBSITE AND SERVICES.
USER INFORMATION; PASSWORD PROTECTION To access and/or use the Website and use the Services, You may be asked to provide certain registration details or other information. You represent and warrant that all user information You provide in connection with Your use of the Website and Services will be current, complete, and accurate, and that You will update that information as necessary to maintain its completeness and accuracy.
If Renewal Services believes in its sole discretion that the information You provide is not current, complete, or accurate, Renewal Services has the right to refuse You access to the Website and Services and/or to terminate or suspend your access at any time. You represent and warrant that You will not create a fake account.
You may also be asked to provide a user name and password in connection with Your use of certain of the Services. You are entirely responsible for maintaining the confidentiality of Your password. You may not use the account, user name, or password of any other member at any time. You agree to notify Renewal Services immediately of any unauthorized use of Your account, user name, or password. Renewal Services shall not be liable for any loss that You incur as a result of someone else using Your password, either with or without Your knowledge. You may be held liable for any losses incurred by Renewal Services, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else’s use of Your account or password.
YOUR INTERACTIONS WITH OTHER USERS YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER RENEWAL SERVICES USERS. YOU ACKNOWLEDGE AND UNDERSTAND THAT RENEWAL SERVICES HAS NOT, AND DOES NOT, IN ANY WAY GUARANTEE THAT IT WILL: (A) SCREEN ITS USERS; (B) INQUIRE INTO THE BACKGROUNDS OF ITS USERS; OR (C) REVIEW OR VERIFY THE STATEMENTS OF ITS USERS. YOU HEREBY AGREE TO EXERCISE REASONABLE PRECAUTION IN ALL INTERACTIONS WITH OTHER USERS, PARTICULARLY IF YOU DECIDE TO MEET ANOTHER USER OR USERS IN PERSON. RENEWAL SERVICES DOES NOT REPRESENT, WARRANT, ENDORSE OR GUARANTEE THE CONDUCT OF ITS USERS. IN NO EVENT SHALL RENEWAL SERVICES BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO ANY USER'S CONDUCT IN CONNECTION WITH SUCH USER'S USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, BODILY INJURY, PROPERTY DAMAGE, WRONGFUL DEATH, EMOTIONAL DISTRESS, LOSS OF PRIVACY OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS BETWEEN USERS.
CONSENT TO RECEIVE ELECTRONIC COMMUNICATIONS FROM RENEWAL SERVICES Without limitation, by registering for the Website and/or Services and/or by providing your name, email, postal or residential address, and/or phone number through the Website or Services, you hereby expressly consent to receive electronic and other communications from Renewal Services, over the short term and periodically, including email and short-message service (“SMS” or “text message”) communications, regarding the Website and/or Services, new product offers, promotions, and other matters. You may opt-out of receiving electronic communications at any time by following the unsubscribe instructions contained in each communication.
CONSENT TO RECEIVE ELECTRONIC COMMUNICATIONS FROM RENEWAL SERVICES PARTNER MARKETERS Without limitation, by registering for the Website and/or Services and/or by providing your name, email, postal or residential address, and/or phone number through the Website or Services, you hereby consent to receive, and openly and knowingly solicit, electronic communications, including email and SMS communications, from Renewal Services partner firms which may include third party marketing companies, affiliates, advertising agencies, and data aggregation companies regarding their services, including offers, promotions, and other related matters. You may opt-out of receiving electronic communications at any time by following the unsubscribe instructions contained in each communication.
RESERVED RIGHTS FOR RENEWAL SERVICES FEES You acknowledge and agree that Renewal Services reserves the right to charge for access to the Website and use of the Services. RENEWAL SERVICES RESERVES THE RIGHT, IN RENEWAL SERVICES’S SOLE DISCRETION, TO CHANGE THE FEES AND CHARGES IN EFFECT, OR TO ADD NEW FEES AND CHARGES, BY POSTING SUCH CHANGES ON THE WEBSITE OR PROVIDING NOTICE TO YOU. ALL FEES AND CHARGES ARE NONREFUNDABLE, AND THERE ARE NO REFUNDS.
THIRD-PARTY WEBSITES
The Website is linked with the websites of third parties (“Third-Party Websites”), some of whom may have established relationships with Renewal Services and some of whom may not. Renewal Services does not have control over the content and performance of Third-Party Websites. Renewal Services has not reviewed, and cannot review or control, all of the material, including computer software or other goods or services, made available on or through third-party websites. Accordingly, Renewal Services does not represent, warrant, or endorse any third-party website, or the accuracy, currency, content, fitness, lawfulness, or quality of the information, material, goods, or services available through third-party websites. Renewal Services disclaims, and you agree to assume, all responsibility and liability for any damages or other harm, whether to you or to third parties, resulting from your use of third-party websites.
USER CONTENT “User Content” is any content, material, or information, not including personally identifiable information (e.g., first and last name, address, phone number, email address, etc.), that You submit, upload, and/or post to, or transmit, display, perform, or distribute by means of, the Website, whether in connection with Your use of Services or otherwise. Renewal Services does not claim ownership of any User Content. You retain all right, title and interest, including without limitation all worldwide intellectual property rights, in and to Your User Content. BY SUBMITTING, UPLOADING, OR POSTING USER CONTENT IN AN FORM WITH, THROUGH, OR TO THE WEBSITE,, YOU THEREBY GRANT THE RENEWAL SERVICES PARTIES A ROYALTY-FREE, PERPETUAL, NON-EXCLUSIVE, UNRESTRICTED, FULLY PAID-UP, WORLDWIDE, SUBLICENSABLE, REVOCABLE ASSIGNABLE LICENSE TO COPY OR OTHERWISE REPRODUCE, MODIFY, ADAPT, TRANSLATE, DISTRIBUTE, ENHANCE, TRANSMIT, PUBLICLY DISPLAY OR PERFORM, REFORMAT, AND/OR OTHERWISE USE USER CONTENT IN CONNECTION WITH THE OPERATION OF THE WEBSITE, SERVICES, OR ANY OTHER SIMILAR OR RELATED BUSINESS, IN ANY MEDIUM NOW EXISTING OR LATER DEVISED, INCLUDING WITHOUT LIMITATION IN ADVERTISING AND PUBLICITY. YOU AGREE TO WAIVE, AND HEREBY WAIVE, ANY CLAIMS ARISING FROM OR RELATING TO THE EXERCISE BY THE RENEWAL SERVICES PARTIES OF THE RIGHTS GRANTED UNDER THIS SECTION, INCLUDING WITHOUT LIMITATION ANY CLAIMS RELATING TO YOUR RIGHTS OF PERSONAL PRIVACY AND PUBLICITY. YOU WILL NOT BE COMPENSATED FOR ANY EXERCISE OF THE LICENSE GRANTED UNDER THIS SECTION.
You hereby represent and warrant that You: (a) own all rights, title and interest in and to any and all User Content You submit, or are otherwise authorized to grant the rights provided the Renewal Services Parties under this section, (b) have written consent, release, and/or permission of each and every identifiable individual person in any User Content You submit to use the name and likeness of each and every such identifiable person in the User Content; and (c) will not submit any User Content that does not fully comply with Renewal Services’s prohibitions against Objectionable Content, as detailed in Section 18.
Renewal Services reserves the right, in its sole discretion, to reject any User Content for any reason. “Objectionable Content” specified in Section 18 and “Prohibited Uses” in Section 19 are not exhaustive lists of content that Renewal Services reserves the right to remove or deny.
CONFIDENTIAL BUSINESS INFORMATION OF OTHERS Sometimes, information such as vendor identity and pricing is considered confidential business information. Renewal Services does not solicit any user to upload or enter the confidential information of others, and specifically prohibits this information (see Section 19(i)). Do not enter confidential information into the Renewal Services Website.
PUBLIC FORUMS “Public Forum” is any area, site or feature offered as part of the Website that enables You (a) to upload, submit, post, display, perform, distribute, and/or view User Content, and/or (b) to communicate, share, or exchange User Content with other Website members or other Website visitors. You acknowledge that Public Forums, and features contained therein, are for public and not private communications. You further acknowledge that anything You upload, submit, post, transmit, communicate, share, or exchange by means of any Public Forum may be viewed on the Internet by the general public, and therefore, You have no expectation of privacy with regard to any such submission or posting. You are, and shall remain, solely responsible for the User Content you upload, submit, post, transmit, communicate, share, or exchange by means of any Public Forum and for the consequences of submitting or posting same. Renewal Services disclaims any perceived, implied, or actual duty to monitor Public Forums and specifically disclaims any responsibility or liability for information provided thereon.
YOUR RESPONSIBILITY FOR DEFAMATORY COMMENTS You agree and understand that you may be held legally responsible for damages suffered by other Website members or third-parties as the result of Your remarks, information, feedback, or other content posted or made available on the Website that is deemed defamatory or otherwise legally actionable. Under the Federal Communications Decency Act of 1996, Renewal Services is not legally responsible, nor can it be held liable for damages of any kind, arising out of or in connection to any defamatory or otherwise legally actionable remarks, information, feedback, or other content posted or made available on the Website.
OBJECTIONABLE CONTENT You represent and warrant that you shall not use the Website or Services to upload, post, transmit, display, perform, or distribute any content, information or materials that: (a) are libelous, defamatory, abusive, threatening, excessively violent, harassing, obscene, lewd, lascivious, filthy, or pornographic; (b) constitute child pornography; (c) solicit personal information from or exploit in a sexual or violent manner anyone under the age of 18; (d) incite, encourage, or threaten physical harm against another; (e) promote or glorify racial intolerance, use hate and/or racist terms, or signify hate towards any person or group of people; (f) glamorize the use of illegal substances and drugs; (g) advertise or otherwise solicit funds or constitute a solicitation for goods or services; (h) violate any provision of this Agreement or any other Renewal Services agreement or policy, including without limitation Renewal Services’s Privacy Policy; (i) discloses another’s personal, confidential, or proprietary information; (j) is false or fraudulent; (k) contains images or videos of individuals captured or posted without their consent; (l) promotes self-destructive behavior (including without limitation eating disorders or suicide); or (m) is generally offensive, rude, mean-spirited, or in bad taste, as determined by Renewal Services in its sole discretion (collectively, “Objectionable Content”). Renewal Services disclaims any perceived, implied, or actual duty to monitor the contents of the Website and specifically disclaims any responsibility or liability for information provided hereon. Without limiting any of its other remedies, Renewal Services reserves the right to terminate Your use of the Website and Services or Your uploading, posting, transmission, display, performance or distribution of Objectionable Content. Renewal Services, in its sole discretion, may delete any Objectionable Content from its servers. Renewal Services intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of this Agreement or of any applicable laws.
PROHIBITED USES Renewal Services imposes certain restrictions on Your use of the Website and the Services. You represent and warrant that you will not: (a) “stalk” or otherwise harass any person, or contact any person who has requested not to be contacted; (b) provide false, misleading or inaccurate information to Renewal Services or any other member; (c) impersonate, or otherwise misrepresent affiliation, connection or association with, any person or entity; (d) while, using the Website and Services, use “ad blocking” software or similar built-in web browser options designed to hide, block or prevent the proper display of online advertising; (e) modify or change the placement and location of any advertisement appearing on the Website; (f) harvest or otherwise collect information about Renewal Services users, including email addresses and phone numbers; (g) use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars, or intelligent agents) to harvest or otherwise collect information from the Website for any use, including without limitation use on third-party websites; (h) access content or data not intended for You, or log onto a server or account that You are not authorized to access; (i) attempt to probe, scan, or test the vulnerability of the Services, the Website, or any associated system or network, or breach security or authentication measures without proper authorization; (j) interfere or attempt to interfere with the use of the Website or Services by any other user, host, or network, including, without limitation by means of submitting a virus, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing”; (k) use the Website or Services to send unsolicited e-mail, including without limitation promotions or advertisements for products or services; (l) forge any TCP/IP packet header or any part of the header information in any e-mail or in any uploading or posting to, or transmission, display, performance or distribution by means of, the Website or Services; or (m) attempt to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by the Renewal Services Parties in providing the Website or Services. Any violation of this section may subject You to civil and/or criminal liability.
INTELLECTUAL PROPERTY
Compliance with Law You represent and warrant that, when using the Website and Services, You will obey the law and respect the intellectual property rights of others. Your use of the Website and Services is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property generally. You agree not to upload, post, transmit, display, perform, or distribute any content, information or other materials in violation of any third-party's copyrights, trademarks, or other intellectual property or proprietary rights. YOU HEREBY REPRESENT AND WARRANT THAT YOU ARE THE SOLE AND EXCLUSIVE OWNER OF ANY USER CONTENT THAT YOU SUBMIT TO THE WEBSITE. YOU SHALL BE SOLELY RESPONSIBLE FOR ANY VIOLATIONS OF ANY LAWS AND FOR ANY INFRINGEMENTS OF THIRD-PARTY RIGHTS CAUSED BY YOUR USE OF THE WEBSITE AND SERVICES. SEQUEL DATA SYSTEMS INC. BEARS THE SOLE BURDEN OF PROVING THAT CONTENT, INFORMATION OR OTHER MATERIALS DO NOT VIOLATE ANY LAWS OR THIRD-PARTY RIGHTS.
Trademarks Renewal Services and the “Renewal Services logo” (collectively, the “Renewal Services Marks”) are trademarks or registered trademarks of Sequel Data Systems Inc.. Other trademarks, service marks, graphics, logos, and domain names appearing on the Website may be the trademarks of third-parties. Neither Your use of the Website and Services nor this Agreement grant You any right, title or interest in or to, or any license to reproduce or otherwise use, the Renewal Services Marks or any third-party trademarks, service marks, graphics, logos, or domain names. You agree that any goodwill in the Renewal Services Marks generated as a result of Your use of the Website and Services will inure to the benefit of Sequel Data Systems Inc., and You agree to assign, and hereby do assign, all such goodwill to Sequel Data Systems Inc.. You shall not at any time, nor shall You assist others to, challenge Sequel Data Systems Inc.’s right, title, or interest in or to, or the validity of, the Renewal Services Marks.
Copyrighted Materials; Copyright Notice All content and other materials available through the Website and Services, including without limitation the Renewal Services logo, design, text, graphics, and other files, and the selection, arrangement, and organization thereof, are either owned by Sequel Data Systems Inc. or are the property of Sequel Data Systems Inc.’s licensors and suppliers. Except as explicitly provided, neither Your use of the Website and Services nor this Agreement grant You any right, title, or interest in or to any such materials
DMCA Policy As Renewal Services asks others to respect Renewal Services’s intellectual property rights, Renewal Services respects the intellectual property rights of others. If you believe content located on or linked-to by the Website violates Your copyright, you are encouraged to please immediately notify Renewal Services by means of emailed notice (“Infringement Notice”), providing the information described herein. If Renewal Services takes action in response to an Infringement Notice, it will make a good faith attempt to contact the party that made such content available by means of the most recent email address, if any, provided by such party to Renewal Services. Please be advised that you may be held liable for damages based on certain material misrepresentations contained in an Infringement Notice. Thus, if you are not sure content located on or linked-to by the Website infringes your copyright, you should consider first contacting an attorney.
- A signature, electronic or physical, of the copyright owner or a person authorized to act on their behalf;
- An identification of the copyright claimed to have been infringed;
- A description of the nature and location of the material that you claim to infringe your copyright, in sufficient detail to permit Renewal Services to find and positively identify that material;
- Your name, address, telephone number and email address; and
- A statement by you: (i) that you believe in good faith that the use of the material that you claim to infringe your copyright is not authorized by law, or by the copyright owner or such owner's agent; and, (ii) under penalty of perjury, that all of the information contained in your Infringement Notice is accurate, and that you are either the copyright owner or a person authorized to act on their behalf.
DISCLAIMERS; LIMITATION OF LIABILITY
NO WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, RENEWAL SERVICES, ON BEHALF OF ITSELF AND ITS LICENSORS AND SUPPLIERS, HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE WEBSITE, ARISING BY OPERATION OF LAW OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, NO ENCUMBRANCE, OR TITLE, IN ADDITION TO ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. NEITHER RENEWAL SERVICES NOR ITS LICENSORS OR SUPPLIERS WARRANTS THAT THE WEBSITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE WEBSITE OR THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. THE LIABILITY OF RENEWAL SERVICES FOR DAMAGES ARISING OUT OF THE FURNISHING OF SERVICES PURSUANT TO THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, MISTAKES, OMISSIONS, INTERRUPTIONS, DELAYS, TORTIOUS CONDUCT, ERRORS, OR OTHER DEFECTS, REPRESENTATIONS, OR ARISING OUT OF THE FAILURE TO THE FURNISH SERVICES, WHETHER CAUSED BY ACTS OF COMMISSION OR OMISSION, OR ANY OTHER DAMAGE OCCURRING, SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. RENEWAL SERVICES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS OR LOST REVENUES), WHETHER CAUSED BY THE ACTS OR OMISSIONS OF RENEWAL SERVICES, RENEWAL SERVICES PARTIES, OR RENEWAL SERVICES USERS, OR THEIR AGENTS OR REPRESENTATIVES.
YOUR RESPONSIBILITY FOR LOSS OR DAMAGE; BACKUP OF DATA YOU AGREE THAT YOUR USE OF THE WEBSITE AND SERVICES IS AT YOUR SOLE RISK. YOU WILL NOT HOLD RENEWAL SERVICES OR ITS LICENSORS AND SUPPLIERS, AS APPLICABLE, RESPONSIBLE FOR ANY LOSS OR DAMAGE THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE WEBSITE, INCLUDING WITHOUT LIMITATION ANY LOSS OR DAMAGE TO ANY OF YOUR COMPUTERS OR DATA. THE INFORMATION AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS, OR OTHER LIMITATIONS.
IMPORTANTLY, YOU HEREBY ACKNOWLEDGE THAT A CATASTROPHIC DISK FAILURE OR OTHER EVENT COULD RESULT IN THE LOSS OF ALL OF THE DATA RELATED TO YOUR ACCOUNT. YOU AGREE AND UNDERSTAND THAT IT IS YOUR RESPONSIBILITY TO BACKUP YOUR DATA TO YOUR PERSONAL COMPUTER OR EXTERNAL STORAGE DEVICE AND TO ENSURE SUCH BACKUPS ARE SECURE.
LIMITATION OF LIABILITY THE LIABILITY OF RENEWAL SERVICES AND ITS LICENSORS AND SUPPLIERS IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. IN NO EVENT SHALL RENEWAL SERVICES OR ITS LICENSORS OR SUPPLIERS BE LIABLE FOR SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST DATA OR CONFIDENTIAL OR OTHER INFORMATION, LOSS OF PRIVACY, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, FAILURE TO MEET ANY DUTY INCLUDING WITHOUT LIMITATION OF GOOD FAITH OR OF REASONABLE CARE, NEGLIGENCE, OR OTHERWISE, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES OR OF ANY ADVICE OR NOTICE GIVEN TO RENEWAL SERVICES OR ITS LICENSORS AND SUPPLIERS ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEBSITE OR SERVICES. THIS LIMITATION SHALL APPLY REGARDLESS OF WHETHER THE DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT, OR ANY OTHER LEGAL THEORY OR FORM OF ACTION. ADDITIONALLY, THE MAXIMUM LIABILITY OF RENEWAL SERVICES AND ITS LICENSORS AND SUPPLIERS TO YOU UNDER ALL CIRCUMSTANCES SHALL BE $50.00. YOU AGREE THAT THIS LIMITATION OF LIABILITY REPRESENTS A REASONABLE ALLOCATION OF RISK AND IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN RENEWAL SERVICES AND YOU. THE WEBSITE AND SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.
APPLICATION THE ABOVE DISCLAIMERS, WAIVERS AND LIMITATIONS DO NOT IN ANY WAY LIMIT ANY OTHER DISCLAIMER OF WARRANTIES OR ANY OTHER LIMITATION OF LIABILITY IN ANY OTHER AGREEMENT BETWEEN YOU AND RENEWAL SERVICES OR BETWEEN YOU AND ANY OF RENEWAL SERVICES’S LICENSORS AND SUPPLIERS. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES OR THE LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE DISCLAIMERS, WAIVERS, AND LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU. UNLESS LIMITED OR MODIFIED BY APPLICABLE LAW, THE FOREGOING DISCLAIMERS, WAIVERS AND LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. RENEWAL SERVICES’S LICENSORS AND SUPPLIERS ARE INTENDED THIRD-PARTY BENEFICIARIES OF THESE DISCLAIMERS, WAIVERS, AND LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE WEBSITE OR OTHERWISE SHALL ALTER ANY OF THE DISCLAIMERS OR LIMITATIONS STATED IN THIS SECTION.
YOUR REPRESENTATIONS AND WARRANTIES You represent and warrant that Your use of the Website and Services will be in accordance with this Agreement and any other Renewal Services policies, and with any applicable laws or regulations.
INDEMNITY BY YOU Without limiting any indemnification provision of this Agreement, You (the “Indemnitor” ) agree to defend, indemnify and hold harmless Renewal Services and the Renewal Services Parties (collectively, the “Indemnitees”) from and against any and all claims, actions, demands, causes of action, and other proceedings (collectively, “Claims”), including but not limited to legal costs and fees, and providing sole and exclusive control of the defense of any action to Renewal Services, including the choice of legal counsel and all related settlement negotiations, arising out of or relating to: (i) the relationship between You and Renewal Services, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; (ii) Your breach of this Agreement, including without limitation any representation or warranty contained in this Agreement; (iii) Your access to or use of the Website or Services; (iv) Your provision to Renewal Services or any of the Indemnitees of information or other data; or (v) Your violation or alleged violation of any foreign or domestic, international, federal, state, or local law or regulation; or (vi) Your violation or alleged violation of any third party’s copyrights, trademarks, or other intellectual property or proprietary rights.
The Indemnitees each have the individual right, but not the obligation, to participate through counsel of their choice in any defense by You of any Claim as to which You are required to defend, indemnify, or hold harmless any, each, and/or all Indemnitees. You may not settle any Claim without the prior written consent of the concerned Indemnified Parties.
DISPUTE RESOLUTION
1-Year Limitations Period ANY CAUSE OF ACTION BY YOU ARISING OUT OF OR RELATING TO THE WEBSITE, SERVICES, OR THIS AGREEMENT MUST BE INSTITUTED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION AROSE OR BE FOREVER WAIVED AND BARRED. ALL ACTIONS SHALL BE SUBJECT TO THE LIMITATIONS SET FORTH IN ABOVE.
Binding Arbitration If You and Renewal Services cannot resolve a Claim through negotiations, either party may elect to have the Claim finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other(s). YOU HEREBY ACKNOWLEDGE THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT WITH A JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION. The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party.
The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”), as modified by this Agreement, available at the AAA website www.adr.org or by calling the AAA at 1-800-778-7879. Except as otherwise provided for herein, Renewal Services will pay the AAA filing, administration, and arbitrator fees. If, however, the arbitrator finds that either the substance of your claim or the relief sought is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedures 11(b)), then the payment of all such fees will be governed by the AAA Rules. In that case, You hereby agree to reimburse Renewal Services for all payments disbursed that are your obligation to reimbursed under the AAA Rules. If you are unable to pay the arbitration fee, Renewal Services will pay it directly upon receiving a written request and a sworn statement that you are unable to pay. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to resolve, except that issues relating to the enforceability of the arbitration provision for a Court of Competent Jurisdiction to resolve. The arbitration may be conducted in person, through document submission, through telephone, or online. The arbitrator will issue a decision in writing, but need only provide a statement of reasons if requested by a party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Renewal Services may litigate to compel arbitration in court, to stay proceedings pending arbitration, or to modify, confirm, vacate, or enter judgment on the award entered by the arbitrator.
Restrictions Against Joinder of Claims You and Renewal Services agree that any arbitration shall be limited to each Claim individually. YOU AND RENEWAL SERVICES HEREBY AGREE THAT EACH MAY ONLY BRING CLAIMS AGAINST THE OTHER IN YOUR OR RENEWAL SERVICES’S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If this specific provision is found to be unenforceable, then, to the full extent allowable under applicable law, (1) no arbitration shall be joined with any other arbitration, and (2) there is no right for any Claim to be arbitrated on a class-action basis or to employ class action procedures, and (3) there is no right of authority for any dispute to be brought in a purported representative capacity on behalf either of the general public or any other individuals.
Remedies in Aid of Arbitration; Equitable Relief This agreement to arbitrate will not preclude You or Renewal Services from seeking provisional remedies in aid of arbitration, including without limitation orders to stay a court action, compel arbitration or confirm an arbitral award, from a Court of Competent Jurisdiction. Furthermore, this agreement to arbitrate will not preclude You or Renewal Services from applying to a court of competent jurisdiction for a temporary restraining order, preliminary injunction, or other interim or conservatory relief, as necessary. As used herein, “Court of Competent Jurisdiction” means any federal or state court: (1) that has jurisdiction over the subject matter; and (2) that is located in the State of Texas
Laws of the State of Texas This Agreement, including without limitation this Agreement’s interpretation, shall be treated as though this Agreement were executed and performed in the State of Texas and shall be governed by and construed in accordance with the laws of the State of Texas without regard to its conflict of law principles. The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party. THE PROPER VENUE FOR ANY JUDICIAL ACTION ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH THIS AGREEMENT WILL BE THE STATE AND FEDERAL COURTS LOCATED IN OR NEAREST TO AUSTIN, TEXAS. THE PARTIES HEREBY STIPULATE TO, AND AGREE TO WAIVE ANY OBJECTION TO, THE PERSONAL JURISDICTION AND VENUE OF SUCH COURTS, AND FURTHER EXPRESSLY SUBMIT TO EXTRATERRITORIAL SERVICE OF PROCESS.
TERMINATION
BY RENEWAL SERVICES WITHOUT LIMITING ANY OTHER PROVISION OF THIS AGREEMENT, RENEWAL SERVICES RESERVES THE RIGHT TO, IN RENEWAL SERVICES’S SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY USE OF THE WEBSITE AND/OR SERVICES TO ANY PERSON FOR ANY REASON OR FOR NO REASON AT ALL, INCLUDING WITHOUT LIMITATION FOR ANY BREACH OR SUSPECTED BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THIS AGREEMENT, OR OF ANY APPLICABLE LAW OR REGULATION.
AUTOMATIC TERMINATION UPON BREACH BY YOU This Agreement shall automatically terminate in the event that You breach any of this Agreement’s representations, warranties, or covenants. Such termination shall be automatic, and shall not require any action by Renewal Services.
BY YOU You may terminate this Agreement and Your rights hereunder at any time, for any or no reason at all, by providing to Renewal Services notice of Your intention to do so, in the manner required by this Agreement.
EFFECT OF TERMINATION Any termination of this Agreement automatically terminates all rights and licenses granted to You under this Agreement, including all rights to use the Website and Services. Upon termination, Renewal Services may, but has no obligation to, in Renewal Services’s sole discretion, rescind any services and/or delete from Renewal Services’s systems all Your Personal Information and any other files or information that You made available to Renewal Services or that otherwise relate to Your use of the Website or Services. Upon termination, You shall cease any use of the Website and Services. Subsequent to termination, Renewal Services reserves the right to exercise whatever means it deems necessary to prevent Your unauthorized use of the Website and Services, including without limitation technological barriers such as IP blocking and direct contact with Your Internet Service Provider.
LEGAL ACTION If Renewal Services, in Renewal Services’s discretion, takes legal action against You in connection with any actual or suspected breach of this Agreement, Renewal Services will be entitled to recover from You as part of such legal action, and You agree to pay, Renewal Services’s reasonable costs and attorneys’ fees incurred as a result of such legal action. The Renewal Services Parties will have no legal obligation or other liability to You or to any third party arising out of or relating to any termination of this Agreement.
SURVIVAL Upon termination, all rights and obligations created by this Agreement will terminate, except that Sections 1, 2, 4-9, and 13-29 will survive any termination of this Agreement.
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NOTICES All notices required or permitted to be given under this Agreement must be in writing. Renewal Services shall give any notice by email sent to the most recent email address, if any, provided by the intended recipient to Renewal Services. You agree that any notice received from Renewal Services electronically satisfies any legal requirement that such notice be in writing. YOU BEAR THE SOLE RESPONSIBILITY OF ENSURING THAT YOUR EMAIL ADDRESS ON FILE WITH RENEWAL SERVICES IS ACCURATE AND CURRENT, AND NOTICE TO YOU SHALL BE DEEMED EFFECTIVE UPON THE SENDING BY RENEWAL SERVICES OF AN EMAIL TO THAT ADDRESS. You shall give any notice to Renewal Services by means of electronic message by accessing and submitting the message through the following webpage: http://www.sequeldata.com/contact-us.
PARTIAL INVALIDITY Should any part of this Agreement be declared invalid, void, or unenforceable by a Court of Competent Jurisdiction, such decision shall not affect the validity of any remaining portion hereof, which shall remain in full force and effect, and the parties hereby acknowledge and agree that they would have executed the remaining portion hereof without including the part so declared by a Court of Competent Jurisdiction, to be invalid, void, or unenforceable.
GENERAL This Agreement constitutes the entire agreement between Renewal Services and You concerning Your use of the Website and Services. This Agreement may only be modified by a written amendment signed by an authorized executive of Renewal Services or by the unilateral amendment of this Agreement by Renewal Services and by the posting by Renewal Services of such amended version. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. This Agreement and all of Your rights and obligations hereunder will not be assignable or transferable by You without the prior written consent of Renewal Services. This Agreement will be binding upon and will inure to the benefit of the parties, their successors, and permitted assigns. You and Renewal Services are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement. Except for the Renewal Services Parties and the Indemnified Parties as and to the extent set forth in Sections 15, 20, 22, and 24, and in this paragraph, and Renewal Services’s licensors and suppliers as to the extent expressly stated in this Agreement, there are no third-party beneficiaries to this Agreement. You acknowledge and agree that any actual or threatened breach of this Agreement or infringement of proprietary or other third-party rights by You would cause irreparable injury to Renewal Services and Renewal Services’s licensors and suppliers, and would therefore entitle Renewal Services or Renewal Services’s licensors or suppliers, as the case may be, to injunctive relief. The headings in this Agreement are for the purpose of convenience only and shall not limit, enlarge, or affect any of the covenants, terms, conditions or provisions of this Agreement.
All Infringement Notices should include the following:
Infringement Notices should be sent to DMCA at SEQUELDATA Dot COM with the subject line “DMCA Notice – [INSERT YOUR NAME OR YOUR COMPANY’S NAME]”.
Renewal Services will respond to all such notices, including as required or appropriate by removing the offending material or disabling all links to the offending material.