TERMS OF SERVICE
State of Texas Rev. 133ED55
TERMS OF USE
AVAUNITY, LLC
Version Date: April 23, 2018
Thank you for choosing AvaUnity!
This User Agreement describes the Terms and Conditions which you accept by using our Website or our Services. We have incorporated by reference some linked information.
Please read the Terms of Service cautiously previously you start to use the Site. By operating the Site, opening an account or by clicking to accept or approve to the Terms of Service. Uncertainty you do not want to agree to these Terms of Service or the Privacy Policy, you must not access or use this Site.
USING AVAUNITY
This Terms of Use Agreement (“Agreement”) constitutes a legally binding agreement made between you, whether personally or on behalf of an entity (“user” or “you”) and AvaUnity and its affiliated companies (collectively, “Company” or “we” or “us” or “our”), concerning your access to and use of the www.avaunit.com website as well as any other media form, media channel, mobile website or mobile application related or connected thereto (collectively, the “Website”). The Website provides the following service: __________ (“AvaUnity Services”). Supplemental terms and conditions or documents that may be posted on the Website from time to time, are hereby expressly incorporated into this Agreement by reference.
AvaUnity makes no representation that the Website is appropriate or available in other locations other than where it is operated by Company. The information provided on the Website is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject AvaUnity to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Website from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
All users who are minors in the jurisdiction in which they reside must have the permission of, and be directly supervised by, their parent or guardian to use the Website. If you are a minor, you must have your parent or guardian read and agree to this Agreement prior to you using the Website. Persons under the age of 18 are not permitted to register for the Website or use the AvaUnity Services.
YOU ACCEPT AND AGREE TO BE BOUND BY THIS AGREEMENT BY ACKNOWLEDGING SUCH ACCEPTANCE DURING THE REGISTRATION PROCESS (IF APPLICABLE) AND ALSO BY CONTINUING TO USE THE WEBSITE. IF YOU DO NOT AGREE TO ABIDE BY THIS AGREEMENT, OR TO MODIFICATIONS THAT AVAUNITY MAY MAKE TO THIS AGREEMENT IN THE FUTURE, DO NOT USE OR ACCESS OR CONTINUE TO USE OR ACCESS THE AVAUNITY SERVICES OR THE WEBSITE.
KEY TERMS
– “Contract terms”, It is our intention that the terms of the contract between us and you are all contained in:
(a) these Terms and Conditions; and
b) our Privacy Policy.
We intend that the terms of our contract will also include any special agreed terms that have been subsequently discussed, confirmed and agreed in writing between you.
– “Account” means the account associated with your email address registered.
– “Buyer” means a are users who offer and perform Services or items from Sellers or identifies a Seller through the Website. A User may be both a Buyer and a Seller under this agreement.
– “Dispute Resolution Process” means the process to be followed by Buyers and Sellers in accordance with the Dispute Resolution Services.
– “AvaUnity”, “we”, “our”, “company” or “the company” or “us” means AvaUnity LLC (ACN).
– “Seller” are users who offer and perform services through AvaUnity.
– “Seller Services” means all services provided by a Seller.
– “Disputes” are disagreements experienced during an order between a buyer and seller on AvaUnity.
– “AvaUnity Services” means all services provided by us to you.
– “User”, “you” or “your” means an individual who visits or uses the AvaUnity Website, including via the API (Application Programming Interface).
– “Registered User” after you have registered as a Registered User, the Website will create your Account with AvaUnity and associate it with an account number. You may create a profile under your Account.
– “Username and Password” Throughout registration, User will be enquired to indicate a username and password for AvaUnity website. As a “Registered User”, you approve and you are entirely responsible to safeguard and maintain the confidentiality of the username and password you use to access this AvaUnity Website. For that you allow AvaUnity to assume that any person using the Website with your username and password is you or is authorized to act for you. You agree to notify AvaUnity immediately if you suspect any unauthorized use of the Account.
ASSENT & ACCEPTANCE
By using the AvaUnity Website, You warrant that You have read and reviewed this Agreement and that You agree to be bound by it. If You do not agree to be bound by this Agreement, please leave the Website immediately. The Avaunity only agrees to provide use of this Website and Services to You if You assent to this Agreement.
AGE RESTRICTION
You must be at least 18 (eighteen) years of age to use this Website or any Services contained herein. By using this Website, You represent and warrant that You are at least 18 years of age and may legally agree to this Agreement. The AvaUnity assumes no responsibility or liability for any misrepresentation of Your age.
LICENSE TO USE WEBSITE
The AvaUnity may provide You with certain information as a result of Your use of the Website or Services. Such information may include, but is not limited to, documentation, data, or information developed by the AvaUnity, and other materials which may assist in Your use of the Website or Services (“AvaUnity Materials”). Subject to this Agreement, the AvaUnity grants You a non-exclusive, limited, non-transferable and revocable license to use the AvaUnityMaterials solely in connection with Your use of the Website and Services. The AvaUnityMaterials may not be used for any other purpose and this license terminates upon Your cessation of use of the Website or Services or at the termination of this Agreement.
YOUR ACCOUNT
If you use this site, 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. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that AvaUnity is not responsible for third party access to your account that results from theft or misappropriation of your account. AvaUnity and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.
ELECTRONIC COMMUNICATIONS
Visiting www.avaunity.com or sending emails to AvaUnity constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communications be in writing.
USE OF COMMUNICATION SERVICES
The AvaUnity Website may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.
AvaUnity has no obligation to monitor the Communication Services. However, AvaUnity reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. AvaUnity reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
AvaUnity reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in AvaUnity’s sole discretion.
Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. AvaUnity does not control or endorse the content, messages or information found in any Communication Service and, therefore, AvaUnity specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized AvaUnity spokespersons, and their views do not necessarily reflect those of AvaUnity.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.
Materials Provided to _________________ or Posted on Any AvaUnity Web Page. AvaUnity does not claim ownership of the materials you provide to _________________ (including feedback and suggestions) or post, upload, input or submit to any AvaUnity Site or our associated services (collectively “Submissions”). However, by posting, uploading, inputting, providing or submitting your Submission you are granting AvaUnity, our affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.
No compensation will be paid with respect to the use of your Submission, as provided herein. AvaUnity is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in AvaUnity’s sole discretion.
By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
PURCHASES; PAYMENT
AvaUnity bills you through an online billing account for purchases of Services. You agree to pay AvaUnity all charges at the prices then in effect for the products you or other persons using your billing account may purchase, and you authorize AvaUnity to charge your chosen payment provider for any such purchases. You agree to make payment using that selected payment method. If you have ordered a product or service that is subject to recurring charges then you consent to our charging your payment method on a recurring basis, without requiring your prior approval from you for each recurring charge until such time as you cancel the applicable product or service. AvaUnity reserves the right to correct any errors or mistakes in pricing that it makes even if it has already requested or received payment. Sales tax will be added to the sales price of purchases as deemed required by AvaUnity. AvaUnity may change prices at any time. All payments shall be in U.S. dollars.
RETURN POLICY
Please review our Return Policy posted on our Website prior to making any purchases.
USER REPRESENTATIONS
Regarding Your Registration
By using the AvaUnity Services, you represent and warrant that:
A. all registration information you submit is truthful and accurate;
B. you will maintain the accuracy of such information;
C. you will keep your password confidential and will be responsible for all use of your password and account;
D. you are not a minor in the jurisdiction in which you reside, or if a minor, you have received parental permission to use this Website; and
E. your use of the AvaUnity Services does not violate any applicable law or regulation.
You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Website’s registration form and (b) maintain and promptly update registration data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or AvaUnity has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, AvaUnity has the right to suspend or terminate your account and refuse any and all current or future use of the Website (or any portion thereof).
We reserve the right to remove or reclaim or change a user name you select if we determine appropriate in our discretion, such as when the user name is obscene or otherwise objectionable or when a trademark owner complains about a username that does not closely relate to a user’s actual name.
Regarding Content You Provide
The Website may invite you to chat or participate in blogs, message boards, online forums and other functionality and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute or broadcast content and materials to AvaUnity and/or to or via the Website, including, without limitation, text, writings, video, audio, photographs, graphics, comments, suggestions or personally identifiable information or other material (collectively “Contributions”). Any Contributions you transmit to AvaUnity will be treated as non-confidential and non-proprietary. When you create or make available a Contribution, you thereby represent and warrant that:
A. the creation, distribution, transmission, public display and performance, accessing, downloading and copying of your Contribution does not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret or moral rights of any third party;
B. you are the creator and owner of or have the necessary licenses, rights, consents, releases and permissions to use and to authorize AvaUnity and the Website users to use your Contributions as necessary to exercise the licenses granted by you under this Agreement;
C. you have the written consent, release, and/or permission of each and every identifiable individual person in the Contribution to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the Contribution in the manner contemplated by this Website;
D. your Contribution is not obscene, lewd, lascivious, filthy, violent, harassing or otherwise objectionable (as determined by Company), libelous or slanderous, does not ridicule, mock, disparage, intimidate or abuse anyone, does not advocate the violent overthrow of any government, does not incite, encourage or threaten physical harm against another, does not violate any applicable law, regulation, or rule, and does not violate the privacy or publicity rights of any third party;
E. your Contribution does not contain material that solicits personal information from anyone under 18 or exploit people under the age of 18 in a sexual or violent manner, and does not violate any federal or state law concerning child pornography or otherwise intended to protect the health or well-being of minors;
F. your Contribution does not include any offensive comments that are connected to race, national origin, gender, sexual preference or physical handicap;
G. your Contribution does not otherwise violate, or link to material that violates, any provision of this Agreement or any applicable law or regulation.
CONTRIBUTION LICENSE
By posting Contributions to any part of the Website, or making them accessible to the Website by linking your account to any of your social network accounts, you automatically grant, and you represent and warrant that you have the right to grant, to AvaUnity an unrestricted, unconditional, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right and license to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part) and distribute such Contributions (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, to prepare derivative works of, or incorporate into other works, such Contributions, and to grant and authorize sublicenses of the foregoing. The use and distribution may occur in any media formats and through any media channels. Such use and distribution license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, AvaUnity name, and franchise name, as applicable, and any of the trademarks, service marks, trade names and logos, personal and commercial images you provide. AvaUnity does not assert any ownership over your Contributions; rather, as between us and you, subject to the rights granted to us in this Agreement, you retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions.
AvaUnity has the right, in our sole and absolute discretion, to (i) edit, redact or otherwise change any Contributions, (ii) re-categorize any Contributions to place them in more appropriate locations or (iii) pre-screen or delete any Contributions that are determined to be inappropriate or otherwise in violation of this Agreement.
By uploading your Contributions to the Website, you hereby authorize AvaUnity to grant to each end user a personal, limited, no-transferable, perpetual, non-exclusive, royalty-free, fully-paid license to access, download, print and otherwise use your Contributions for t heir internal purposes and not for distribution, transfer, sale or commercial exploitation of any kind.
GUIDELINES FOR REVIEWS
AvaUnity may accept, reject or remove reviews in its sole discretion. AvaUnity has absolutely no obligation to screen reviews or to delete reviews, even if anyone considers reviews objectionable or inaccurate. Those persons posting reviews should comply with the following criteria:
(1) reviewers should have firsthand experience with the person/entity being reviewed;
(2) reviews should not contain: offensive language, profanity, or abusive, racist, or hate language; discriminatory references based on religion, race, gender, national origin, age, marital status, sexual orientation or disability; or references to illegal activity;
(3) reviewers should not be affiliated with competitors if posting negative reviews; (4) reviewers should not make any conclusions as to the legality of conduct; and (5) reviewers may not post any false statements or organize a campaign encouraging others to post reviews, whether positive or negative. Reviews are not endorsed by Company, and do not represent the views of AvaUnity or of any affiliate or partner of Company. AvaUnity does not assume liability for any review or for any claims, liabilities or losses resulting from any review. By posting a review, the reviewer hereby grants to AvaUnity a perpetual, non-exclusive, worldwide, royalty-free, fully-paid, assignable and sublicensable license to AvaUnity to reproduce, modify, translate, transmit by any means, display, perform and/or distribute all content relating to reviews.
MOBILE APPLICATION LICENSE
Use License
If you are accessing the AvaUnity Services via a mobile application, then AvaUnity grants you a revocable, non-exclusive, non-transferable, limited right to install and use the application on wireless handsets owned and controlled by you, and to access and use the application on such devices strictly in accordance with the terms and conditions of this license. You shall use the application strictly in accordance with the terms of this license and shall not: (a) decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the application; (b) make any modification, adaptation, improvement, enhancement, translation or derivative work from the application; (c) violate any applicable laws, rules or regulations in connection with your access or use of the application; (d) remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of AvaUnity or its affiliates, partners, suppliers or the licensors of the application; (e) use the application for any revenue generating endeavor, commercial enterprise, or other purpose for which it is not designed or intended; (f) make the application available over a network or other environment permitting access or use by multiple devices or users at the same time; (g) use the application for creating a product, service or software that is, directly or indirectly, competitive with or in any way a substitute for the application; (h) use the application to send automated queries to any website or to send any unsolicited commercial e-mail; or (i) use any proprietary information or interfaces of AvaUnity or other intellectual property of AvaUnity in the design, development, manufacture, licensing or distribution of any applications, accessories or devices for use with the application.
Terms Applicable to Apple and Android Devices
The following terms apply when you use a mobile application obtained from either the Apple Store or Google Play to access the AvaUnity Services. You acknowledge that this Agreement is concluded between you and AvaUnity only, and not with Apple Inc. or Google, Inc. (each an “App Distributor”), and Company, not an App Distributor, is solely responsible for the AvaUnity application and the content thereof. (1) SCOPE OF LICENSE: The license granted to you for the AvaUnity application is limited to a non-transferable license to use the AvaUnity application on a device that utilizes the Apple iOS or Android operating system, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor terms of service. (2) MAINTENANCE AND SUPPORT: AvaUnity is solely responsible for providing any maintenance and support services with respect to the AvaUnity application, as specified in this Agreement, or as required under applicable law. You acknowledge that each App Distributor has no obligation whatsoever to furnish any maintenance and support services with respect to the AvaUnity application. (3) WARRANTY: AvaUnity is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the AvaUnity application to conform to any applicable warranty, you may notify an App Distributor, and the App Distributor, in accordance with its terms and policies, may refund the purchase price, if any, paid for the AvaUnity application, and to the maximum extent permitted by applicable law, an App Distributor will have no other warranty obligation whatsoever with respect to the AvaUnity application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Company’s sole responsibility. (4) PRODUCT CLAIMS: You acknowledge that Company, not an App Distributor, is responsible for addressing any claims of yours or any third party relating to the AvaUnity application or your possession and/or use of the AvaUnity application, including, but not limited to: (i) product liability claims; (ii) any claim that the AvaUnity application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. (5) INTELLECTUAL PROPERTY RIGHTS: You acknowledge that, in the event of any third party claim that the AvaUnity application or your possession and use of the AvaUnity application infringes a third party’s intellectual property rights, the App Distributor will not be responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. (6) LEGAL COMPLIANCE: You represent and warrant that (i) you are not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. government list of prohibited or restricted parties. (7) THIRD PARTY TERMS OF AGREEMENT: You must comply with applicable third party terms of agreement when using the AvaUnity application, e.g., if you have a VoIP application, then you must not be in violation of their wireless data service agreement when using the AvaUnity application. (8) THIRD PARTY BENEFICIARY: AvaUnity and you acknowledge and agree that the App Distributors, and their subsidiaries, are third party beneficiaries of this Agreement, and that, upon your acceptance of the terms and conditions of this Agreement, each App Distributor will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof.
SOCIAL MEDIA
As part of the functionality of the Website, you may link your account with online accounts you may have with third party service providers (each such account, a “Third Party Account”) by either: (i) providing your Third Party Account login information through the Website; or (ii) allowing AvaUnity 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 AvaUnity and/or grant AvaUnity 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 AvaUnity to pay any fees or making AvaUnity subject to any usage limitations imposed by such third party service providers. By granting AvaUnity access to any Third Party Accounts, you understand that (i) AvaUnity may access, make available and store (if applicable) any content that you have provided to and stored in your Third Party Account (the “Social Network Content”) so that it is available on and through the Website via your account, including without limitation any friend lists, and (ii) AvaUnity may submit and receive additional information to your Third Party Account to the extent you are notified when you link your account with the Third Party Account. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts may be available on and through your account on the Website. Please note that if a Third Party Account or associated service becomes unavailable or Company’s access to such Third Party Account is terminated by the third party service provider, then Social Network Content may no longer be available on and through the Website. You will have the ability to disable the connection between your account on the Website and your Third Party Accounts at any time. 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. AvaUnity makes no effort to review any Social Network Content for any purpose, including but not limited to, for accuracy, legality or non-infringement, and AvaUnity is not responsible for any Social Network Content. You acknowledge and agree that AvaUnity may access your e-mail address book associated with a Third Party Account and your contacts list stored on your mobile device or tablet computer solely for the purposes of identifying and informing you of those contacts who have also registered to use the Website. At your request made via email to our email address listed below, or through your account settings (if applicable), AvaUnity will deactivate the connection between the Website and your Third Party Account and delete any information stored on Company’s servers that was obtained through such Third Party Account, except the username and profile picture that become associated with your account.
SUBMISSIONS
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Website or the AvaUnity Services (“Submissions”) provided by you to AvaUnity are non-confidential and AvaUnity (as well as any designee of Company) shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
PROHIBITED ACTIVITIES
You may not access or use the Website for any other purpose other than that for which AvaUnity makes it available. The Website may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by AvaUnity. Prohibited activity includes, but is not limited to:
A. attempting to bypass any measures of the Website designed to prevent or restrict access to the Website, or any portion of the Website;
B. attempting to impersonate another user or person or using the username of another user
C. criminal or tortious activity;
D. deciphering, decompiling, disassembling or reverse engineering any of the software comprising or in any way making up a part of the Website;
E. deleting the copyright or other proprietary rights notice from any Website content;
F. engaging in any automated use of the system, such as using any data mining, robots or similar data gathering and extraction tools;
G. except as may be the result of standard search engine or Internet browser usage, using or launching, developing or distributing any automated system, including, without limitation, any spider, robot (or “bot”), cheat utility, scraper or offline reader that accesses the Website, or using or launching any unauthorized script or other software;
H. harassing, annoying, intimidating or threatening any AvaUnity employees or agents engaged in providing any portion of the AvaUnity Services to you;
I. interfering with, disrupting, or creating an undue burden on the Website or the networks or services connected to the Website;
J. making any unauthorized use of the AvaUnity Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses;
K. selling or otherwise transferring your profile;
L. systematic retrieval of data or other content from the Website to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from AvaUnity;
M. tricking, defrauding or misleading AvaUnity and other users, especially in any attempt to learn sensitive account information such as passwords;
N. using any information obtained from the Website in order to harass, abuse, or harm another person;
O. using the AvaUnity Services as part of any effort to compete with AvaUnity or to provide services as a service bureau;
P. using the Website in a manner inconsistent with any and all applicable laws and regulations
Q. To violate any intellectual property rights of the AvaUnity or any third party;
R. To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;
S. To perpetrate any fraud;
T. To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;
U. To publish or distribute any obscene or defamatory material;
V. To publish or distribute any material that incites violence, hate or discrimination towards any group;
W. To unlawfully gather information about others.
AFFILIATE MARKETING & ADVERTISING
The AvaUnity, through the Website and Services, may engage in affiliate marketing whereby the AvaUnity receives a commission on or percentage of the sale of goods or services on or through the Website. The AvaUnity may also accept advertising and sponsorships from commercial businesses or receive other forms of advertising compensation. This disclosure is intended to comply with the US Federal Trade Commission Rules on marketing and advertising, as well as any other legal requirements which may apply.
ASSUMPTION OF RISK
Your purchase of any of the products on the Website is at Your own risk. The AvaUnity does not assume responsibility or liability for any advice or other information given on the Website.
INTELLECTUAL PROPERTY RIGHTS
The content on the Website (“AvaUnity Content”) and the trademarks, service marks and logos contained therein (“Marks”) are owned by or licensed to AvaUnity, and are subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. AvaUnity Content, includes, without limitation, all source code, databases, functionality, software, website designs, audio, video, text, photographs and graphics. All AvaUnity graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, common law trademarks or trade dress of AvaUnity in the United States and/or other countries. AvaUnity’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the AvaUnity.
AvaUnity Content on the Website is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, aggregated, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. Provided that you are eligible to use the Website, you are granted a limited license to access and use the Website and the AvaUnity Content and to download or print a copy of any portion of the AvaUnity Content to which you have properly gained access solely for your personal, non-commercial use. AvaUnity reserves all rights not expressly granted to you in and to the Website and AvaUnity Content and Marks.
You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Site. AvaUnity content is not for resale. Your use of the Site does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the content without the express written permission of AvaUnity and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of AvaUnity or our licensors except as expressly authorized by these Terms.
THIRD PARTY WEBSITES AND CONTENT
The Website contains (or you may be sent through the Website or the AvaUnity Services) links to other websites (“Third Party Websites”) as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the “Third Party Content”). Such Third Party Websites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Websites accessed through the Website or any Third Party Content posted on, available through or installed from the Website, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Websites or the Third Party Content. Inclusion of, linking to or permitting the use or installation of any Third Party Website or any Third Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Website and access the Third Party Websites or to use or install any Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Website or relating to any applications you use or install from the Website. Any purchases you make through Third Party Websites will be through other websites and from other companies, and AvaUnity takes no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party.
INTERNATIONAL USERS
The Service is controlled, operated and administered by AvaUnity from our offices within the USA. If you access the Service from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the AvaUnity Content accessed through www.avaunity.com in any country or in any manner prohibited by any applicable laws, restrictions or regulations.
SALE OF SERVICES
The AvaUnity may sell goods or services or allow third parties to sell services on the Website. The AvaUnity undertakes to be as accurate as possible with all information regarding the goods and services, including product descriptions and images. However, the AvaUnity does not guarantee the accuracy or reliability of any product information and You acknowledge and agree that You purchase such products at Your own risk. For services sold by others, the AvaUnity assumes no liability for any product and cannot make any warranties about the merchantability, fitness, quality, safety or legality of these products. For any claim You may have against the seller of the product, You agree to pursue that claim directly with the manufacturer or seller and not with the AvaUnity. You hereby release the AvaUnity from any claims related to services manufactured or sold by third parties, including any and all warranty or product liability claims.
REVERSE ENGINEERING, SECURITY & DATA LOSS
You agree not to undertake any of the following actions:
A. Reverse engineer, or attempt to reverse engineer or disassemble any code or software from or on the Website or Services;
B. Violate the security of the Website or Services through any unauthorized access, circumvention of encryption or other security tools, data mining or interference to any host, user or network.
C. The AvaUnity does not accept responsibility for the security of Your account or content. You agree that Your use of the Website or Services is at Your own risk.
SITE MANAGEMENT
AvaUnity reserves the right but does not have the obligation to:
A. monitor the Website for violations of this Agreement;
B. take appropriate legal action against anyone who, in AvaUnity’s sole discretion, violates this Agreement, including without limitation, reporting such user to law enforcement authorities;
C. in AvaUnity’s sole discretion and without limitation, refuse, restrict access to or availability of, or disable (to the extent technologically feasible) any user’s contribution or any portion thereof that may violate this Agreement or any AvaUnity policy;
D. in AvaUnity’s sole discretion and without limitation, notice or liability to remove from the Website or otherwise disable all files and content that are excessive in size or are in any way burdensome to AvaUnity’s systems;
E. otherwise manage the Website in a manner designed to protect the rights and property of AvaUnity and others and to facilitate the proper functioning of the Website.
MODIFICATION & VARIATION
The AvaUnity may, from time to time and at any time without notice to You, modify this Agreement. You agree that the AvaUnity has the right to modify this Agreement or revise anything contained herein. You further agree that all modifications to this Agreement are in full force and effect immediately upon posting on the Website and that modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement.
A. To the extent any part or sub-part of this Agreement is held ineffective or invalid by any court of law, You agree that the prior, effective version of this Agreement shall be considered enforceable and valid to the fullest extent.
B. You agree to routinely monitor this Agreement and refer to the Effective Date posted at the top of this Agreement to note modifications or variations. You further agree to clear Your cache when doing so to avoid accessing a prior version of this Agreement. You agree that Your continued use of the Website after any modifications to this Agreement is a manifestation of Your continued assent to this Agreement.
C. In the event that You fail to monitor any modifications to or variations of this Agreement, You agree that such failure shall be considered an affirmative waiver of Your right to review the modified Agreement.
PRIVACY POLICY
We care about the privacy of our users. Please review the AvaUnity Privacy Policy. By using the Website or AvaUnity Services, you are consenting to have your personal data transferred to and processed in the United States. By using the Website or the AvaUnity Services, you are consenting to the terms of our Privacy Policy.
DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA) NOTICE AND POLICY
Notifications
If you believe that content available on or through our Website infringes one or more of your copyrights, please immediately notify our Designated Copyright Agent by mail, email or faxed notice (“Notification”) providing the information described below, which Notification is pursuant to DMCA 17 U.S.C. § 512(c)(3). A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that pursuant to federal law you may be held liable for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that content located on or linked to by our Website infringes your copyright, you should consider first contacting an attorney. Our Website has a policy of terminating repeat infringers in appropriate circumstances.
All Notifications should include the following:
A. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
B. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online website are covered by a single notification, a representative list of such works at that website.
C. 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.
D. Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
E. A statement that the complaining party has 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.
F. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Notifications should be sent to our Designated Copyright Agent as follows:
Designated Copyright Agent
__________ (“Company”)
__________
__________, __________ __________
Fax: __________
Email: __________
Phone: __________
We also will advise the alleged infringer of the DMCA statutory Counter Notification procedure described below by which the alleged infringer may respond to your claim and request that we restore this material.
Counter Notification
If you believe your own copyrighted material has been removed from our Website and/or our service as a result of mistake or misidentification, you may submit a written counter notification (“Counter Notification”) to our Designated Copyright Agent pursuant to DMCA 17 U.S.C. § 512(g)(2) and (3). To be an effective Counter Notification under the DMCA, your Counter Notification must include substantially the following:
A. Identification of the material that has been removed or disabled and the location at which the material appeared before it was removed or disabled.
B. A statement that you consent to the jurisdiction of the Federal District Court in which your address is located, or if your address is outside the United States, for any judicial district in which our AvaUnity is located.
C. A statement that you will accept service of process from the party that filed the Notification or the party’s agent.
D. Your name, address and telephone number.
E. A statement under penalty of perjury that you have a good faith belief that the material in question was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
F. Your physical or electronic signature.
You may submit your Counter Notification to our Designated Copyright Agent by fax, mail, or email as set forth above.
If you send us a valid, written Counter Notification meeting the requirements described above, we will restore your removed or disabled material after ten (10) business days but no later than fourteen (14) business days from the date we receive your Counter Notification, unless our Designated Copyright Agent first receives notice from the party filing the original Notification informing us that such party has filed a court action to restrain you from engaging in infringing activity related to the material in question. Please note that if you materially misrepresent that the disabled or removed content was removed by mistake or misidentification, you may be liable for damages, including costs and attorney’s fees. Filing a false Counter Notification constitutes perjury.
TERM AND TERMINATION
This Agreement shall remain in full force and effect while you use the Website or are otherwise a user or member of the Website, as applicable. You may terminate your use or participation at any time, for any reason, by following the instructions for terminating user accounts in your account settings, if available, or by contacting us using the contact information below.
WITHOUT LIMITING ANY OTHER PROVISION OF THIS AGREEMENT, AVAUNITY RESERVES THE RIGHT TO, IN COMPANY’S SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE WEBSITE AND THE AVAUNITY SERVICES, TO ANY PERSON FOR ANY REASON OR FOR NO REASON AT ALL, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY OR COVENANT CONTAINED IN THIS AGREEMENT, OR OF ANY APPLICABLE LAW OR REGULATION, AND AVAUNITY MAY TERMINATE YOUR USE OR PARTICIPATION IN THE WEBSITE AND THE AVAUNITY SERVICES, DELETE YOUR PROFILE AND ANY CONTENT OR INFORMATION THAT YOU HAVE POSTED AT ANY TIME, WITHOUT WARNING, IN COMPANY’S SOLE DISCRETION.
In order to protect the integrity of the Website and AvaUnity Services, AvaUnity reserves the right at any time in its sole discretion to block certain IP addresses from accessing the Website and AvaUnity Services.
Any provisions of this Agreement that, in order to fulfill the purposes of such provisions, need to survive the termination or expiration of this Agreement, shall be deemed to survive for as long as necessary to fulfill such purposes.
YOU UNDERSTAND THAT CERTAIN STATES ALLOW YOU TO CANCEL THIS AGREEMENT, WITHOUT ANY PENALTY OR OBLIGATION, AT ANY TIME PRIOR TO MIDNIGHT OF COMPANY’S THIRD BUSINESS DAY FOLLOWING THE DATE OF THIS AGREEMENT, EXCLUDING SUNDAYS AND HOLIDAYS. TO CANCEL, CALL A AVAUNITY CUSTOMER CARE REPRESENTATIVE DURING NORMAL BUSINESS HOURS USING THE CONTACT INFORMATION LISTING BELOW IN THIS AGREEMENT OR BY ACCESSING YOUR ACCOUNT SETTINGS. THIS SECTION APPLIES ONLY TO INDIVIDUALS RESIDING IN STATES WITH SUCH LAWS.
If AvaUnityterminates or suspends your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, AvaUnity reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
MODIFICATIONS
To Agreement
AvaUnity may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on the Website and revisions will be indicated by date. You agree to be bound to any changes to this Agreement when you use the AvaUnity Services after any such modification becomes effective. AvaUnity may also, in its discretion, choose to alert all users with whom it maintains email information of such modifications by means of an email to their most recently provided email address. It is therefore important that you regularly review this Agreement and keep your contact information current in your account settings to ensure you are informed of changes. You agree that you will periodically check the Website for updates to this Agreement and you will read the messages we send you to inform you of any changes. Modifications to this Agreement shall be effective after posting.
To Services
AvaUnity reserves the right at any time to modify or discontinue, temporarily or permanently, the AvaUnity Services (or any part thereof) with or without notice. You agree that AvaUnity shall not be liable to you or to any third party for any modification, suspension or discontinuance of the AvaUnity Services.
DISPUTES
Between Users
If there is a dispute between users of the Website, or between users and any third party, you understand and agree that AvaUnity is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release AvaUnity, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or the AvaUnity Services.
With Company
A. Governing Law; Jurisdiction. This Agreement and all aspects of the Website and AvaUnity Services shall be governed by and construed in accordance with the internal laws of the State of Texas, without regard to conflict of law provisions. With respect to any disputes or claims not subject to informal dispute resolution or arbitration (as set forth below), you agree not to commence or prosecute any action in connection therewith other than in the state and federal courts located in United States County, State of TEXAS, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on Contracts for the International Sale of Goods is excluded from this Agreement. Additionally, application of the Uniform Computer Information Transaction Act (UCITA) is excluded from this Agreement. In no event shall any claim, action or proceeding by you related in any way to the Website or AvaUnity Services be instituted more than two (2) years after the cause of action arose.
B. Informal Resolution. To expedite resolution and control the cost of any dispute, controversy or claim related to this Agreement (“Dispute”), you and AvaUnity agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating any arbitration or court proceeding. Such informal negotiations commence upon written notice from one person to the other.
C. Binding Arbitration. If you and AvaUnityare unable to resolve a Dispute through informal negotiations, either you or AvaUnitymay elect to have the Dispute (except those Disputes expressly excluded below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other. YOU UNDERSTAND THAT ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website www.adr.org. The determination of whether a Dispute is subject to arbitration shall be governed by the Federal Arbitration Act and determined by a court rather than an arbitrator. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer Rules. If such costs are determined by the arbitrator to be excessive, AvaUnitywill pay all arbitration fees and expenses. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by a party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in United States County, State of Texas. Except as otherwise provided in this Agreement, you and AvaUnitymay litigate in court to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator.
D. Restrictions. You and AvaUnityagree that any arbitration shall be limited to the Dispute between AvaUnityand you individually. To the full extent permitted by law, (1) no arbitration shall be joined with any other; (2) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (3) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
E. Exceptions to Informal Negotiations and Arbitration. You and AvaUnityagree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (1) any Disputes seeking to enforce or protect, or concerning the validity of any of your or Company’s intellectual property rights; (2) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (3) any claim for injunctive relief. If this Section is found to be illegal or unenforceable then neither you nor AvaUnitywill elect to arbitrate any Dispute falling within that portion of this Section found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and you and AvaUnityagree to submit to the personal jurisdiction of that court.
CORRECTIONS
Occasionally there may be information on the Website that contains typographical errors, inaccuracies or omissions that may relate to service descriptions, pricing, availability, and various other information. AvaUnity reserves the right to correct any errors, inaccuracies or omissions and to change or update the information at any time, without prior notice.
SERVICE INTERRUPTIONS
The AvaUnity may need to interrupt Your access to the Website to perform maintenance or emergency services on a scheduled or unscheduled basis. You agree that Your access to the Website may be affected by unanticipated or unscheduled downtime, for any reason, but that the AvaUnity shall have no liability for any damage or loss caused as a result of such downtime.
DISCLAIMERS
AvaUnity cannot control the nature of all of the content available on the Website. By operating the Website, AvaUnity does not represent or imply that AvaUnity endorses any blogs, contributions or other content available on or linked to by the Website, including without limitation content hosted on third party websites or provided by third party applications, or that AvaUnitybelieves contributions, blogs or other content to be accurate, useful or non-harmful. We do not control and are not responsible for unlawful or otherwise objectionable content you may encounter on the Website or in connection with any contributions. The AvaUnity is not responsible for the conduct, whether online or offline, of any user of the Website or AvaUnity Services.
YOU AGREE THAT YOUR USE OF THE WEBSITE AND AVAUNITY SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND THE AVAUNITY SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. AVAUNITY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE WEBSITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THIS WEBSITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE OR AVAUNITY SERVICES, (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY, AND/OR (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE. AVAUNITY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND AVAUNITY WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
LIMITATIONS OF LIABILITY
IN NO EVENT SHALL AVAUNITY OR ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA OR OTHER DAMAGES ARISING FROM YOUR USE OF THE WEBSITE OR AVAUNITY SERVICES, EVEN IF AVAUNITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, COMPANY’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO AVAUNITYFOR THE AVAUNITY SERVICES DURING THE PERIOD OF THREE (3) MONTHS PRIOR TO ANY CAUSE OF ACTION ARISING.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
INDEMNITY
You agree to defend, indemnify and hold Company, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from and against, any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of your contributed content, use of the AvaUnity Services, and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above. Notwithstanding the foregoing, AvaUnity reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Company, and you agree to cooperate, at your expense, with Company’s defense of such claims. AvaUnity will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
NOTICES
Except as explicitly stated otherwise, any notices given to AvaUnity shall be given by email to the address listed in the contact information below. Any notices given to you shall be given to the email address you provided during the registration process, or such other address as each party may specify. Notice shall be deemed to be given twenty-four (24) hours after the email is sent, unless the sending party is notified that the email address is invalid. We may also choose to send notices by regular mail.
USER DATA
Our Website will maintain certain data that you transfer to the Website for the purpose of the performance of the AvaUnity Services, as well as data relating to your use of the AvaUnity Services. Although we perform regular routine backups of data, you are primarily responsible for all data that you have transferred or that relates to any activity you have undertaken using the AvaUnity Services. You agree that AvaUnity shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against AvaUnity arising from any such loss or corruption of such data.
ELECTRONIC CONTRACTING
Your use of the AvaUnity Services includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO RELATING TO THE AVAUNITY SERVICES, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.
ELECTRONIC SIGNATURES
Users are allowed on AVA UNITY to transmit and receive valid electronic signatures in the United States under the Electronic Signatures in Global and National Commerce Act (E-Sign Act) of 2000 and the Uniform Electronic Transactions Act (UETA) of 1999 as adopted by individual states. Users’ signatures and identities are not authenticated on AVA UNITY.
MISCELLANEOUS
This Agreement constitutes the entire agreement between you and AvaUnity regarding the use of the AvaUnity Services. The failure of AvaUnity to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. This Agreement and your account may not be assigned by you without our express written consent. AvaUnity may assign any or all of its rights and obligations to others at any time. AvaUnity shall not be responsible or liable for any loss, damage, delay or failure to act caused by any cause beyond Company’s reasonable control. If any provision or part of a provision of this Agreement is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and AvaUnity as a result of this Agreement or use of the Website and AvaUnity Services. Upon Company’s request, you will furnish AvaUnity any documentation, substantiation or releases necessary to verify your compliance with this Agreement. You agree that this Agreement will not be construed against AvaUnity by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and the lack of signing by the parties hereto to execute this Agreement.
CONTACT US
In order to resolve a complaint regarding the AvaUnity Services or to receive further information regarding use of the AvaUnity Services, please contact AvaUnity as set forth below or, if any complaint with us is not satisfactorily resolved, and you are a California resident, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in writing at 400 “R” Street, Sacramento, California 95814 or by telephone at 1-916-445-1254.
AVAUNITY, LLC
450 N. Denton Tap Rd. #2721
Coppell, TX 75019
Email: legal@avaunity.com
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