1. USER ACCOUNTS
You must establish a user account with us to use certain Website Services or purchase Products or Services, which means you must register with us on the Website and agree to these Terms (thereby creating an “ Account ”). You must be at least 18 years of age to use the Website Services or purchase Products or Services. By using our Services or purchasing our Products, you certify that you are at least 18 years of age and that you agree to be bound by these Terms and all applicable laws and regulations governing our Website and the Products and Services. If you do not agree to be bound by these Terms or if you are not at least 18 years of age, please immediately exit the Website.
Your Account and use of the Website is available for your non-commercial, personal use. If you use the Website, you are responsible for maintaining the confidentiality of your Account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your Account or password. When you log in to the Website, you represent and warrant that you are the customer that registered for such Account, you are only using the Website for permitted purposes and you are not a competitor of AlphaBride or any agent thereof. We reserve the right to refuse service, terminate accounts, remove or edit content or cancel orders in our sole discretion. You may not use your Account to create an internet link to any other website without our express written permission, whether or not such link or affiliation is created for commercial use. Please notify us at firstname.lastname@example.org if you become suspicious or aware of any unauthorized use of your Account or the Website, or any other security breach.
2. ORDERS; RESTRICTIONS ON USE; CONTENT
A. Vendor Proposals.
Via the Website, you may review information with respect to various vendors and Products and Services and choose vendors that you would like to prepare and submit a proposal to you with respect to certain Products and Services (each, a “ Vendor Proposal ”). In order to request a Vendor Proposal, you must pay a non-refundable engagement fee of $100.00 (the “ Engagement Fee ”) through the Website. If you accept a Vendor Proposal, the Engagement Fee will be credited towards the balance due for the Products and Services you ordered from such vendor. If you do not accept a Vendor Proposal because the vendor does not meet your requirements, the Engagement Fee may be used in connection with submission of another Vendor Proposal. If you do not accept a Vendor Proposal, the Engagement Fee will be remitted to AlphaBride.
Once you have accepted a Vendor Proposal, you may use the Website to complete payment for your Products and Services and we will remit the Engagement Fee to vendor (minus any agreed upon fees between us and vendor; provided that for purposes of any balance owned to vendor, you will be credited for the full amount of the Engagement Fee, regardless of any fees withheld by AlphaBride). YOU AGREE THAT WE ARE NOT RESPONSIBLE FOR THE FAILURE OF A VENDOR TO DELIVER THE PRODUCTS OR SERVICES, NOR ARE WE A PARTY TO ANY AGREEMENTS BETWEEN YOU AND VENDOR. As a neutral venue, we do not offer mediation, arbitration or any other forms of dispute resolution and do not actively monitor user/vendor interactions. YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS AND DISPUTES WITH VENDORS. All payments for Products and Services and the Engagement Fee will be made through a third party payment processor; AlphaBride will not be storing any credit card information. YOU ALSO AGREE THAT WE ARE NOT RESPONSIBLE FOR ANY BREACHES OF DATA PROVIDED BY YOU TO THE THIRD PARTY PAYMENT PROCESSOR OR FOR ANY DAMAGES ARISING FROM OR RELATED TO PAYMENTS MADE VIA THE THIRD PARTY PAYMENT PROCESSOR.
C. Restrictions on Use
You may use the Website, Website Services and Products and Services for non-commercial, personal use. You are not permitted to:
a. reproduce, duplicate, copy, sell or otherwise exploit the Website or any product image, product listing, product description, price, page layout, page design, trade dress, trademark, logo or other content (“ Website Content ” and together with Third-Party Content (defined below), the “ Content ”) for any commercial or illegal purpose;
b. use our Website, Website Services or Content in any manner that violates applicable laws and regulations;
c. use a robot, spider or data mining or extraction tool or process to monitor, extract or copy Website Content (except in the operation or use of internet “search engines,” hit counters or similar technology);
d. use any meta tags, search terms, key terms, or the like that contain the Website’s name or trademarks used on the Website;
e. engage in any activity that interferes with the Website or another user’s ability to use the Website;
f. modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the Website and the Website Services offered thereon; or
g. assist or encourage any third party in engaging in any activity prohibited by these Terms or applicable law.
Any use of the Website, Website Services or Content that is not expressly authorized herein is prohibited and immediately terminates the license granted herein. If we become aware of any potential or suspected violation of these Terms, we may (but are not obligated to) conduct an investigation. During such time, we may suspend access to your Account. You agree to fully cooperate with any such investigation.
D. Thirty-Party Content (including content provided by users)
User-Provided Content . You may NOT post or obtain any content using the Website which is threatening, obscene, pornographic or profane, or any other material that could give rise to any civil or criminal liability under applicable law. Additionally, you may NOT post or obtain any content using the Website that infringes rights of privacy, publicity or copyrights, or otherwise uses content without the permission of the owner of these rights and the persons (or their parents or legal guardians, where applicable) who are shown in the material. While we do not and cannot review all content provided to us, and are not responsible for such content, we reserve the right to delete, edit or rearrange content that we, in our sole discretion, deem abusive, defamatory, obscene or in violation of copyright or trademark laws or otherwise unacceptable. You acknowledge that any content may be removed, published, copied, modified, transmitted and displayed by us. All content provided by a user of the Website is the sole responsibility of that user, and is not our responsibility. By providing any content to the Website, you grant us the right an irrevocable, sub-licensable, royalty-free, perpetual, worldwide license to use such content at our sole discretion and for any purpose, and you acknowledge that such content shall be considered non-confidential.
Third-Party Content . The Website contains content originating from third parties, including without limitation Website users as described above and vendors (collectively, the “ Third-Party Content ”). We make no representations or warranties as to the accuracy, correctness, originality, source or reliability of Third-Party Content, nor do we endorse, approve, guarantee or review such Third-Party Content. We rely entirely on the representations and warranties that such persons make to us with respect to such Third-Party Content. You agree to release us and any affiliates, officers, managers, agents and successors from any liability related to the Third-Party Content, including without limitation your use thereof. With respect to instructional videos or similar content provided by third parties, AlphaBride does not verify or confirm the accuracy or completeness of such information or the qualifications, credentials, experience or training of the persons providing information in any video.
3. COPYRIGHTS; TRADEMARKS
All Content is our property or the property of our content suppliers and is protected by international copyright laws. All Content that is not our property is used with permission. The arrangement and compilation of all Content is our exclusive property and is protected by international copyright laws. All software used on the Website is our property or the property of our software suppliers and is protected by international copyright laws.
Certain graphics, logos, page headers, button icons, scripts, and service names are trademarks, service marks, or trade dress of our company or our affiliated companies. Our trademarks and trade dress may not be used for any commercial or other purposes without our prior written consent. All other trademarks and service marks not owned by AlphaBride or our affiliated companies that appear on the Website are the property of their respective owners and may or may not be used without their prior written consent.
THE WEBSITE, THE CONTENT AND THE WEBSITE SERVICES ARE PROVIDED “AS IS” AND WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, ABOUT THE WEBSITE AND ITS CONTENT, THE WEBSITE SERVICES OR THE PRODUCTS AND SERVICES INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW. WE DO NOT WARRANT THAT ACCESS TO THE WEBSITE OR ITS CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF ANY CONTENT ON THE WEBSITE IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. ACCORDINGLY, YOU ACKNOWLEDGE THAT YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. YOU (AND NOT ALPHABRIDE) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION RESULTING FROM COMPUTER MALFUNCTION, VIRUSES OR THE LIKE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
5. LIMITATION OF LIABILITY
YOU AGREE THAT, EXCEPT AS EXPLICITLY SET FORTH HEREIN, ALPHABRIDE, ITS LICENSORS, REPRESENTATIVES, OFFICERS, EMPLOYEES, MANAGERS OR SUPPLIERS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU OR ANY THIRD PARTY, REGARDLESS OF THE FORM OF ACTION, RELATED TO YOUR ACCESS OR USE OF OUR WEBSITE SERVICES, PRODUCTS AND SERVICES OBTAINED FROM VENDORS, THE WEBSITE OR ANY CONTENT THEREON OR ANY OTHER HYPERLINKED THIRD PARTY WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF, OR ARE AWARE OF, THE POSSIBILITY OF SUCH DAMAGES. SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN LIABILITIES, THEREFORE, THE ABOVE LIMITATIONS MAY NOT FULLY APPLY TO YOU. IF ANY APPLICABLE AUTHORITY HOLDS ANY PORTION OF THIS SECTION TO BE UNENFORCEABLE, THEN LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT OF APPLICABLE LAW.
The disclaimers and limitations of liability set forth in Sections 4 and 5 above are fundamental elements of the basis of this agreement between AlphaBride and you. AlphaBride would not be able to provide the Website, the Website Services and the Content on an economically acceptable basis without such limitations. The disclaimers and limitations of liability inure to the benefit of AlphaBride’ vendors and suppliers.
In the event that you reproduce, display, transmit, distribute or otherwise exploit the Website, Content, Website Services, or any portion thereof, in any manner not authorized by us and these Terms, or if you otherwise infringe any intellectual property rights or any other rights relating to the Content, Website Services or the Website, you agree to indemnify and hold us, our subsidiaries, affiliates, licensors and representatives, harmless against any losses, expenses, costs or damages, including reasonable attorneys’ fees, incurred by them as a result of unauthorized use of the Website, Content, Website Services and/or your breach or alleged breach of these Terms.
7. OWNERSHIP OF THE WEBSITE
All of the Content, including without limitation, the graphics, design, and look and feel is owned by or licensed to us and are protected by United States and international copyright, trademark, patent, trade secrets and other intellectual property rights protection. Our logos are trademarks owned by us and may not be used or reproduced without our written permission. In addition, you may not reverse engineer, decompile or otherwise disassemble, or make commercial use of, the software included on the Website. Additionally, you may not claim any affiliation with us or the Website.
8. THIRD-PARTY SOFTWARE
We may make software or applications from our third-party licensors available to you. To download such software, you may be required to agree to the respective software license terms applicable to such third-party software. We do not guarantee that any software you download will be free of any contaminating or destructive code, such as viruses, worms or Trojan horses. We do not offer any warranty on any third-party software you download using the Website.
A. Third-Party Links
The Website may provide a link to other sites by allowing the user to leave the Website to access third-party material or by bringing the third-party material into the Website via “inverse” hyperlinks and framing technology (a “ Linked Site ”). We have no discretion to alter, update, or control the content on a Linked Site. The fact that we have provided a link to a site is not an endorsement or sponsorship of such site, its owners, or its providers. There are inherent risks in relying upon using or retrieving any information found on the internet, and we urge you to make sure you understand these risks before relying upon, or retrieving any such information on a Linked Site. It is your responsibility to become familiar with each site’s privacy and other policies and terms of service, and to contact that site’s webmaster or site administrator with any concerns.
B. You May Not Create a Link to the Website
We prohibit caching, unauthorized hypertext links to the Website and the framing of any content available through the Website. We reserve the right to disable any unauthorized links or frames, and specifically disclaim any responsibility for the content available on any other Internet sites linked to the Website. You may not create a link to the Website without our express written permission.
10. INTERNATIONAL USE
We make no representation that materials on the Website are appropriate or available for use in locations outside the United States, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access the Website from other locations do so of their own initiative and are responsible for compliance with local laws.
11. ARBITRATION; GOVERNING LAW
You agree that any dispute, claim or controversy arising hereunder or relating in any way to these Terms, shall be settled by binding arbitration in Fulton County, Georgia, in accordance with the commercial arbitration rules of Judicial Arbitration and Mediation Services (“ JAMS ”). The arbitrator shall issue a written decision specifying the basis for the award made. The party filing a claim or counterclaim in the arbitration proceeding shall pay the deposit(s) determined by JAMS with respect to such claim or counterclaim. All other costs associated with the arbitration and imposed by JAMS shall be paid asdetermined by the arbitrator(s) and, in absence of such determination, equally by each party to the arbitration. In addition, unless the arbitrator awards payment of reasonable attorney and other fees to a party, each party to the arbitration shall be responsible for its own attorneys’ fees and other professional fees incurred in connection with the arbitration. Determinations of the arbitrator will be final and binding upon the parties to the arbitration, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction, or application may be made to such court for a judicial acceptance of the award and an order of enforcement, as the case may be. The arbitrator shall apply the substantive law of the State of Georgia, without giving effect to its conflict of laws rules. The parties hereto hereby waive their respective right to trial by jury of any cause of action, claim, counterclaim or cross-complaint in any action, proceeding and/or hearing brought by any party against another on any matter whatsoever relating to, resulting from, arising out of, or in any way connected with these Terms, or any amendment or breach hereof, including, without limitation, any claim or injury or damage, or the enforcement of any remedy under any law, statute, or regulation, emergency or otherwise, now or hereafter in effect.
You agree that the following will not be subject to arbitration: (a) any dispute over the validity of any party’s intellectual property rights, and (b) any dispute related to or arising from allegations associated with your unauthorized or prohibited use of the Website Services, the Website or the Website Content. In such instances, these Terms, and your relationship with us under these Terms, shall be governed by and construed in accordance with the laws of the State of Georgia, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to these Terms shall be filed only in the local, state, or federal courts located in Fulton County, Georgia and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. Notwithstanding this, you agree that we shall be permitted to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
12. DMCA NOTICE
We respect the intellectual property rights of others and require users to do the same. In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, we will address the claims of copyright infringement committed using our Services or via the Website if such claims are reported to our designated DMCA Copyright Agent identified below. If we believe that any posted material violates any applicable law, we will remove or disable access to any such material.
Our DMCA Copyright Agent to receive notices of infringing material is:
Attention: Sterlin Barkley
RE: DMCA Notice
964 Scenic Creek Way
Lawrenceville, GA 30046
In notifying us of alleged copyright infringement, the DMCA requires that you include the following information: (a) description of the copyrighted work that is the subject of claimed infringement, (b) description of the infringing material and information sufficient to permit us to locate the alleged material, (c) contact information for you, including your address, telephone number and/or e-mail address, (d) a statement by you that you have a good faith belief that the material in the manner complained of is not authorized by the copyright owner, or its agent, or by the operation of any law, (e) a statement by you, signed under penalty of perjury, that the information in the notification is accurate and that you have the authority to enforce the copyrights that are claimed to be infringed, and (f) a physical or electronic signature of the copyright owner or a person authorized to act on the copyright owner’s behalf. Failure to include all of the above-listed information may result in the delay of the processing of your complaint.
We appreciate any feedback or comments regarding our Website, including the Website Services available thereby. Any such feedback may be submitted to us via email at email@example.com. Upon receive, please note that such information will be considered non-confidential and shall become our property; therefore, by transmitting such information to us, you hereby assign all right, title and interest in and to such information at no cost, and acknowledge that we will be free to use such information as we see fit.
These Terms shall supersede any subsequent terms included with any purchase order, to which notice of objection is hereby given, whether or not such terms are signed by AlphaBride. Any offer by AlphaBride is conditioned on your acceptance of these Terms.