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READ THESE TERMS AND CONDITIONS OF SERVICE BEFORE USING THIS SITE.
GUARANTEES: THIS TERMS OF USE OF SERVICE (“Agreement”) is made between NetWorth
Services Inc, an Arizona limited liability company (“Company”) and any person
or entity (“User”) who completes the registration process to open and maintain
an account with the Company’s website application service (“Service”) located
on its website www.networthservices.com (“Website”). Company and User are
collectively referred to as the “parties”.
BY CLICKING THE ACCEPTANCE BUTTON OR ACCESSING, USING OR INSTALLING ANY PART OF
THE SERVICE, USER EXPRESSLY AGREES TO AND CONSENTS TO BE BOUND BY ALL OF THE
TERMS OF THIS AGREEMENT. IF USER DOES NOT AGREE TO ALL OF THE TERMS OF THIS
AGREEMENT, THE BUTTON INDICATING NON-ACCEPTANCE MUST BE SELECTED, COMPANY WILL
PROMPTLY CANCEL THIS TRANSACTION AND USER MAY NOT ACCESS, USE OR INSTALL ANY
PART OF THE SERVICE.
The Company reserves the right, at Company’s sole discretion, to change, modify,
add, or delete portions of this Agreement at any time without further notice to
User. If Company does amend this Agreement in any way, the amended Agreement
will be accessible to User on the Website (see link to Terms of Use and
Service) and Company will indicate the date this Agreement was last revised.
User’s continued use of the Service after any such amendment shall constitute
User’s acceptance of the amended Agreement. Therefore, User should review the
Website’s Terms of Use of Service each time User uses the Service so that User
is aware of the most recent terms, conditions and restriction governing use of
the Service. If User elects not to agree to abide by this Agreement as it may
be amended from time to time, User should cease the use the Service. It is
User’s responsibility to regularly check the Website’s Terms of Use and Service
to determine if there have been changes to this Agreement and to review such
changes
1. Service Terms and Limitations
a. Description. Subject to the
timely payment of all Fees (as defined below) and the terms and limitations set
forth in this Agreement, Company agrees to provide User with a personal,
non-transferable and non-exclusive account enabling User to access and use the
Service.
b. Ownership of Service. The
Service is proprietary to Company and its affiliates and is protected by
intellectual property laws and international intellectual property treaties.
User’s access to the Service is licensed and not sold. All worldwide ownership
of and rights, title and interest in and to the Service, including without
limitation, all copyrights, patent rights, trademark rights, trade secret
rights, inventions and other proprietary rights therein and thereto, are and
shall remain exclusively in Company and its affiliates.
c. Accessibility. User agrees
that, from time to time, the Service may be inaccessible or inoperable for any
reason, including, without limitation: (i) equipment malfunctions; (ii)
periodic maintenance procedures or repairs which Company may undertake; or
(iii) causes beyond the control of Company or which are not reasonably
foreseeable by Company.
d. Equipment. User shall be
solely responsible for providing, maintaining and ensuring compatibility with
the Service, all hardware, software, electrical and other physical requirements
for User’s use of the Service, including, without limitation,
telecommunications and internet access connections and links, web browsers or
other equipment, programs and services required to access and use the Service.
2. Limitations
a. Security. User shall be
solely responsible for the security, confidentiality and integrity of all
messages and the content that User receives, transmits through or stores on the
Service. User shall be solely responsible for any authorized or unauthorized
access to User’s account by any person. User agrees to bear all responsibility
for the confidentiality of User’s password and all use or charges incurred from
use of the Service with User’s password.
b. Privacy. When reasonably
practicable, Company will attempt to respect User’s privacy. Company will not
monitor, edit, or disclose any personal information about User or User’s
account, including its contents or User’s use of the Service, without User’s
prior consent unless Company has a good faith belief that such action is
necessary to: (i) comply with legal process or other legal requirements of any
governmental authority; (ii) protect and defend the rights or property of
Company; (iii) enforce this Agreement; (iv) protect the interests of users of
the Service other than User or any other person; or (v) operate or conduct
maintenance and repair of Company’s services or equipment, including the
Service as authorized by law. User has no expectation of privacy with respect
to the Internet generally. User’s IP address is transmitted and recorded with
each message User sends from the Service. Company does provide certain
information in aggregate form collected from and relating to User to third
persons such as advertisers and sponsors.
c. Non-Transferability. User’s
account is non-transferable and any rights to User’s account shall
automatically terminate upon User’s death.
d. Limitations on Service Results.
User acknowledges that the results of the Service shall depend on User
accurately inputting the required information and understanding the limitations
on the data available under the Service. The Website contains information
regarding the scope and proper use of the Service. User shall be responsible
for reviewing the Website information and understanding the scope and correct
use of the Service.
3. Fees
a. Payment. User shall pay
Company fees for the Service on a transactional basis as further specified on
the Website (“Fees”). Fees shall be due and payable before the commencement of
the Service. Company expressly reserves the right to change the Fees at any
time.
b. Collection and Taxes. All
Fees, Taxes (as defined below) and other charges shall be billed to User’s
credit card at the current international currency conversion rate. User shall
be responsible for and shall pay Company all currency conversion charges,
sales, use, value-added, personal property or other tax, duty or levy of any
kind, including interest and penalties thereon (“Taxes”), whether imposed now
or hereinafter by any governmental entity. In the event User fails to pay any
amount in advance, Company may immediately suspend or terminate this Agreement
and User’s access to the Service. User shall promptly pay Company in the event
of any refusal of User’s credit card issuer to pay any amount to Company for
any reason. User agrees to pay interest at the rate of 1.5% per month on any
outstanding balance, together with costs of collection, including attorney's
fees and costs.
4. User Representations
User represents and warrants to Company that: (a) User is over the age of
eighteen (18) and has the power and authority to enter into and perform User’s
obligations under this Agreement; (b) all information provided by User to
Company is truthful, accurate and complete; (c) User is the authorized
signatory of the credit or charge card provided to Company to pay the Fees; (d)
User shall comply with all terms and conditions of this Agreement, including,
without limitation, the provisions set forth in Section 5; and (e) User has
provided and will provide accurate and complete registration information,
including, without limitation, User’s legal name, email and mailing addresses
and telephone number.
5. Prohibited Uses
User is solely responsible for any and all acts and omissions that occur under
User’s account or password, and User agrees not to engage in unacceptable use
of the Service, which includes, without limitation, use of the Service to: (a)
disseminate, store or transmit unsolicited messages, chain letters or
unsolicited commercial email; (b) disseminate or transmit material that, to a
reasonable person may be abusive, obscene, pornographic, defamatory, harassing,
grossly offensive, vulgar, threatening or malicious; (c) disseminate, store or
transmit files, graphics, software or other material that actually or
potentially infringes the copyright, trademark, patent, trade secret or other
intellectual property right of any person; (d) create a false identity or to
otherwise attempt to mislead any person as to the identity or origin of any
communication; (e) export, re-export or permit downloading of any message or
content in violation of any export or import law, regulation or restriction of
the United States and its agencies or authorities, or without all required
approvals, licenses or exemptions; (f) interfere, disrupt or attempt to gain
unauthorized access to other accounts on the Service or any other computer
network; (g) disseminate, store or transmit viruses, Trojan horses or any other
malicious code or program; or (h) engage in any other activity deemed by the
Company to be in conflict with the spirit or intent of this Agreement.
6. Restrictions of Use
User agrees to use the Service solely for its own noncommercial use and benefit,
and not for resale or other transfer or disposition to, or use by or for the
benefit of, any other person or entity. User agrees not to use, transfer,
distribute or dispose of any information contained in the Service in any manner
that could compete with the business of Company. User acknowledges that the
Service has been developed, compiled, prepared, revised, selected and arranged
by Company through the application of methods and standards of judgment
developed and applied through the expenditure of substantial time, effort and
money and constitutes valuable intellectual property and trade secrets of
Company. User agrees to protect the proprietary rights of Company and all
others having rights in the Service during and after the term of this Agreement
and to comply with all reasonable written requests made by Company or its
suppliers of content ("Suppliers") to protect their and others' contractual,
statutory and common law rights in the Service. User agrees to notify Company
in writing promptly upon becoming aware of any unauthorized access or use of
the Service by any party or of any claim that the Service infringes upon any
copyright, trademark or other contractual, statutory or common law rights. User
may not copy, reproduce, recompile, decompose, disassemble, reverse engineer,
distribute, publish, display, perform, modify, upload to, create derivative
works from, transmit or in any way exploit any part of the Service, except that
User may download material from the Service and/or make one print copy for its
own personal, noncommercial use, provided that User retains all copyright and
other proprietary notices.
7. Termination
This Agreement is effective upon User’s acceptance as set forth herein and shall
continue in full force until terminated. User may terminate this Agreement for
any reason upon thirty (30) days prior notice to Company. Company reserves the
right, in its sole discretion and without notice, at any time and for any
reason, to: (a) remove or disable access to all or any portion of the Service;
(b) suspend User’s access to or use of all or any portion of the Service; (c)
modify all or any portion of the Service, and (d) terminate this Agreement. If
Company terminates this Agreement or otherwise terminates User’s access to the
Service or User elects to terminate use of the Service because User objects to
an amendment to this Agreement and User has prepaid for Services that have not
been utilized at the time of the termination of access, Company shall refund
any such prepaid and unused funds to User.
8. Disclaimer of Warranties
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY
KIND, EXPRESS OR IMPLIED. USE OF THE SERVICE IS AT USER’S SOLE RISK. COMPANY
DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE AND DOES
NOT MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE OBTAINED BY USE OF THE
SERVICE. COMPANY MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING,
WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, IN RELATION TO THE SERVICE OR USE OF THE COMPANY’S WEBSITE.
THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.
SOME STATES DO NOT ALLOW EXCLUSIONS OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER
MAY NOT APPLY TO USER AND USER MAY HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE
TO STATE OR BY JURISDICTION.
9. Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL COMPANY BE LIABLE TO USER OR ANY OTHER PERSON
FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES FOR
ANY MATTER ARISING FROM OR RELATING TO THIS AGREEMENT, THE SERVICE OR THE
INTERNET GENERALLY, INCLUDING, WITHOUT LIMITATION, USER’S USE OR INABILITY TO
USE THE SERVICE, ANY CHANGES TO OR INACCESSIBILITY OF THE SERVICE, DELAY,
FAILURE, UNAUTHORIZED ACCESS TO OR ALTERATION OF ANY TRANSMISSION OR DATA, ANY
MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY TRANSACTION OR
AGREEMENT ENTERED INTO THROUGH THE SERVICE, OR ANY DATA OR MATERIAL FROM A
THIRD PERSON ACCESSED ON OR THROUGH THE SERVICE, WHETHER SUCH LIABILITY IS
ASSERTED ON THE BASIS OF CONTRACT, TORT OR OTHERWISE. IN NO EVENT SHALL
COMPANY’S TOTAL LIABILITY FOR DIRECT DAMAGES EXCEED THE TOTAL FEES PAID BY USER
TO COMPANY HEREUNDER. SOME STATES PROHIBIT THE EXCLUSION OR LIMITATION OF
INCIDENTAL OR CONSEQUENTIAL DAMAGES, THUS THIS LIMITATION OF LIABILITY MAY NOT
APPLY TO USER. IF USER IS DISSATISFIED WITH THE SERVICE, USER’S SOLE AND
EXCLUSIVE REMEDY SHALL BE FOR USER TO DISCONTINUE USE OF THE SERVICE AND
TERMINATE THIS AGREEMENT IN ACCORDANCE WITH SECTION 7.
USER ACKNOWELDGES THAT THE SERVICE SUPPLIED
TO USER IS SOLELY BEING PROVIDED BY THE COMPANY. COMPANY’S SUPPLIERS, PARTNERS,
AFFILIATES, ALLIANCES, OFFICERS, EMPLOYEES, AGENTS AND REFERRAL SOURCES SHALL
IN NO WAY BE LIABLE TO USER OR ANY OTHER PERSON FOR ANY DIRECT, INDIRECT,
INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES FOR ANY MATTER ARISING
FROM OR RELATING TO THIS AGREEMENT, THE SERVICE OR USE OF THE COMPANY’S
WEBSITE. AS USED HEREIN, A “REFERRAL SOURCE” OF COMPANY SHALL INCLUDE, WITHOUT
LIMITATION, ANY PARTY THAT PROVIDES A LINK TO COMPANY’S WEBSITE OR THE SERVICE
PURSUANT TO AN AGREEMENT WITH COMPANY.
10. Indemnification
User agrees to indemnify, hold harmless and defend Company, its members,
officers, employees and agents from and against any action, cause, claim,
damage, debt, demand or liability, including reasonable costs and attorney’s
fees, asserted by any person, arising out of or relating to: (a) this
Agreement; (b) User’s use of the Service, including any data or work
transmitted or received by User; and (c) any unacceptable use of the Service,
including, without limitation, any statement, data or content made, transmitted
or republished by User which is prohibited as unacceptable in Section 5.
11. Miscellaneous
a. Amendment. Company shall have
the right, at any time and without notice, to add to or modify the terms of
this Agreement. The most recent version of this Agreement and the effective
date of such version shall be posted by Company on the Website (see link to
Terms of Use and Service). User’s access to or use of the Service after the
effective date such amended terms shall be deemed to constitute acceptance of
such amended terms.
b. Waiver. No waiver of any
term, provision or condition of this Agreement, whether by conduct or
otherwise, in any one or more instances, shall be deemed to be, or shall
constitute, a waiver of any other term, provision or condition hereof, whether
or not similar, nor shall such waiver constitute a continuing waiver of any
such term, provision or condition hereof. No waiver shall be binding unless
executed in writing by the party making the waiver.
c. Severability. If any
provision of this Agreement is determined to be illegal or unenforceable, then
such provision will be enforced to the maximum extent possible and the other
provisions will remain fully effective and enforceable.
d. Notice. All notices shall be
in writing and shall be deemed to be delivered when sent by first-class mail,
postage prepaid, or when sent by facsimile or e-mail to the other party as
provided herein. User hereby consents to notice by email. All notices shall be
directed to Company by email at its current email address for customers as
described in the Service. All notices shall be directed to User pursuant to the
contact information provided by User in User’s registration with the Service.
e. Law. This Agreement is made
in and shall be governed by the laws of the State of Arizona without reference
to conflicts of laws, except as governed by Federal law.
f. Forum. All actions, claims or
disputes arising under or relating to this Agreement shall be brought in the
federal or state courts located within the county of Maricopa, Arizona. The
parties irrevocably submit and consent to the exercise of subject matter
jurisdiction and personal jurisdiction over each of the parties by the federal
and/or state courts located within the county of Maricopa, Arizona. The parties
hereby irrevocably waive any and all objections which any party may now or
hereafter have to the exercise of personal and subject matter jurisdiction by
the federal or state courts located within the county of Maricopa, Arizona and
to the laying of venue of any such suit, action or proceeding brought in any
such federal or state court located within the county of Maricopa, Arizona.
g. Process. The parties
irrevocably submit and consent, and irrevocably waive any and all objections
which any party may now or hereafter have, to process being served in any such
suit, action or proceeding referred to in the preceding subsection pursuant to
the rules of the applicable court, including, without limitation, service by
certified or registered mail, return receipt requested. No provision of this
section shall affect the right of any party to serve process in any manner
permitted by law or limit the right of any party to bring suits, actions or
proceedings to enforce in any lawful manner a judgment issued by the state or
federal courts of the State of Arizona.
h. Attorney’s Fees. If any
action in law or in equity is necessary to enforce the terms of this Agreement,
the prevailing party will be entitled to reasonable fees of attorneys,
accountants, and other professionals, and costs and expenses from the
non-prevailing party in addition to any other relief to which such prevailing
party may be entitled.
i. Headings. The captions and
headings of this Agreement are included for ease of reference only and will be
disregarded in interpreting or construing this Agreement.
j. Force Majeure. If the
performance of any part of this Agreement by Company is prevented, hindered,
delayed or otherwise made impracticable by reason of any flood, riot, fire,
judicial or governmental action, labor disputes, act of God or any other causes
beyond the control of Company, Company shall be excused from such to the extent
that it is prevented, hindered or delayed by such causes.
k. Survival. The terms and
provisions of Sections 2, 3, 7, 8, 9 and 10 shall survive any termination or
expiration of this Agreement.
l. Entire Agreement. This
Agreement constitutes the complete and exclusive statement of the agreement
between the parties with respect to the Service and supersedes any and all
prior or contemporaneous communications, representations, statements and
understandings, whether oral or written, between the parties concerning the
Service.
m. Statute of Limitations. User
acknowledges and agrees that regardless of any statute or law to the contrary,
any claim or cause of action arising out of or related to use of the Service or
this Agreement must be filed within one (1) year after such claim or cause of
action arose or be forever barred.
n. No Third Party Beneficiaries.
Except as otherwise expressly provided in this Agreement, there shall be no
third-party beneficiaries to this Agreement.
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