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Terms of Service
1. ExitGrabber.com Materials and Intellectual Property
All materials, including but not limited to any computer software (in
object code and source code form), data or information developed or
provided by ExitGrabber.com or its suppliers or agents pursuant to this
Agreement, and any know-how, methodologies, equipment, or processes
used by ExitGrabber.com to provide the Services to you, including,
without limitation, all copyrights, trademarks, patents, trade secrets
and other proprietary rights are and will remain the sole and exclusive
property of ExitGrabber.com or its suppliers, including but not limited
to any software programs, inventions, products and/or technology
innovations and methodologies utilized, developed, or disclosed by
ExitGrabber.com during the term of this Agreement. Unauthorized
copying, reverse engineering, decompiling, and creating derivative
works based on the any such software is expressly forbidden except as
permitted in this Agreement. You may be held legally responsible for
violation of any patent rights, copyright or trade secret rights that
is caused or encouraged by failure to abide by the terms of this
Agreement.
2. Customer and/or Third Party Acts
ExitGrabber.com is not responsible in any manner for any non-confirming
Services to the extent caused by you or your customers. In addition,
ExitGrabber.com is not responsible for loss or corruption of data in
transmission, or for failure to send or receive data due to events
beyond ExitGrabber.com's reasonable control.
3. No Express or Implied Warranty
ALL SERVICES, SYSTEMS AND PRODUCTS PROVIDED BY ExitGrabber.com UNDER
THIS AGREEMENT ARE PROVIDED WITHOUT ANY EXPRESS OR IMPLIED WARRANTY IN
FACT OR IN LAW, WHATSOEVER. YOU ACKNOWLEDGE AND AGREE THAT
ExitGrabber.com EXERCISES NO CONTROL OVER, AND ACCEPTS NO
RESPONSIBILITY FOR, THE CONTENT OF THE INFORMATION PASSING THROUGH
ExitGrabber.com's COMPUTERS, NETWORK HUBS AND POINTS OF PRESENCE, OR
THE INTERNET. ExitGrabber.com DOES NOT WARRANT THAT THE OPERATION OF
THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR COMPLETELY SECURE,
AND DOES NOT MAKE ANY WARRANTIES WITH RESPECT TO PATENT, COPYRIGHT,
TRADE SECRET OR TRADEMARK INFRINGEMENT. ALL SERVICES PERFORMED UNDER
THIS AGREEMENT ARE PERFORMED "AS IS" AND WITHOUT WARRANTY AGAINST
FAILURE OF PERFORMANCE INCLUDING, WITHOUT LIMITATION, ANY FAILURE DUE
TO COMPUTER HARDWARE OR COMMUNICATION SYSTEMS. EXCEPT AS EXPRESSLY
PROVIDED IN THIS AGREEMENT, ExitGrabber.com DOES NOT MAKE AND HEREBY
DISCLAIMS, AND YOU HEREBY WAIVE ALL RELIANCE ON, ANY REPRESENTATIONS OR
WARRANTIES, ARISING BY LAW OR OTHERWISE, REGARDING THE SERVICES,
INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, OR CONDITIONS OF QUALITY, AND ANY
WARRANTIES WITH RESPECT TO PATENT, COPYRIGHT, TRADESECRET OR TRADEMARK
INFRINGEMENT.
4. Your Warranties and Representations to ExitGrabber.com
You warrant, represent, and covenant to ExitGrabber.com that (a) you
are at least eighteen (18) years of age or are a duly organized and
validly existing entity; (b) you possess the legal right and ability to
enter into this Agreement; (c) you will use the Services only for
lawful purposes and in accordance with this Agreement and all
applicable policies and guidelines; (d) you will be financially
responsible for the use of your account; (e) you have acquired or will
acquire all authorization(s) necessary for hypertext links to
third-party Web sites or other content; (f) you have verified or will
verify the accuracy of materials distributed or made available for
distribution via the Services, including, without limitation, your
content, descriptive claims, warranties, guarantees, nature of
business, and address where business is conducted, and (g) your content
and/or any software that you install or provide does not and will not
infringe or violate any right of any third party (including any
intellectual property rights) or violate any applicable law, regulation
or ordinance.
5. Investigation of Violations
ExitGrabber.com may investigate any reported or suspected violation of
this Agreement, its policies or any complaints and take any action that
it deems appropriate and reasonable under the circumstance to protect
its systems, facilities, customers and/or third parties.
ExitGrabber.com will not access or review the contents of any e-mail or
similar stored electronic communications except as required or
permitted by applicable law or legal process.
6. Actions
ExitGrabber.com reserves the right and has absolute discretion to
restrict or remove from its servers any content that violates this
Agreement or related policies or guidelines, or is otherwise
objectionable or potentially infringing on any third party's rights or
potentially in violation of any laws. If we become aware of any
possible violation by you of this Agreement, any related policies or
guidelines, third party rights or laws, ExitGrabber.com may immediately
take corrective action, including, but not limited to, (a) issuing
warnings, (b) suspending or terminating the Service, (c) restricting or
prohibiting any and all uses of content hosted on ExitGrabber.com's
systems, and/or (d) disabling or removing any hypertext links to third
party Web sites, any of your content distributed or made available for
distribution via the Services, or other content not supplied by
ExitGrabber.com which, in ExitGrabber.com 's sole discretion, may
violate or infringe any law or third-party rights or which otherwise
exposes or potentially exposes ExitGrabber.com to civil or criminal
liability or public ridicule. It is ExitGrabber.com 's policy to
terminate repeat infringers. ExitGrabber.com's right to take corrective
action, however, does not obligate us to monitor or exert editorial
control over the information made available for distribution via the
Services. ExitGrabber.com takes corrective action due to such possible
violation, ExitGrabber.com shall not be obligated to refund to you any
fees paid in advance of such corrective action.
7. Disclosure Rights
To comply with applicable laws and lawful governmental requests, to
protect ExitGrabber.com 's systems and customers, or to ensure the
integrity and operation of ExitGrabber.com 's business and systems,
ExitGrabber.com may access and disclose any information it considers
necessary or appropriate, including, without limitation, user profile
information (i.e., name, e-mail address, etc.), IP addressing and
traffic information, usage history, and content residing on
ExitGrabber.com's servers and system. ExitGrabber.com also reserves the
right to report any activity that it suspects violates any law or
regulation to appropriate law enforcement officials, regulators, or
other appropriate third parties.
8. LIMITATION AND EXCLUSION OF LIABILITY
IN NO EVENT SHALL ExitGrabber.com HAVE ANY LIABILITY WHATSOEVER FOR
DAMAGE, UNAUTHORIZED ACCESS TO, ALTERATION, THEFT OR DESTRUCTION OF
INFORMATION PROVIDED TO ExitGrabber.com , DISTRIBUTED OR MADE AVAILABLE
FOR DISTRIBUTION VIA THE SERVICES. ExitGrabber.com SHALL HAVE NO
LIABILITY UNDER THIS AGREEMENT OR OTHERWISE FOR CONSEQUENTIAL,
EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF
ExitGrabber.com HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN
ANY EVENT, THE LIABILITY OF ExitGrabber.com TO YOU FOR ANY REASON AND
UPON ANY CAUSE OF ACTION SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID,
IF ANY, TO ExitGrabber.com BY YOU UNDER THIS AGREEMENT DURING THE
THIRTY (30) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH SUCH CLAIM
ACCRUED. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE
AGGREGATE, INCLUDING, WITHOUT LIMITATION, TO BREACH OF CONTRACT, BREACH
OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS, AND
OTHER TORTS. THE FEES FOR THE SERVICES SET BY ExitGrabber.com UNDER
THIS AGREEMENT HAVE BEEN AND WILL CONTINUE TO BE BASED UPON THIS
ALLOCATION OF RISK. ACCORDINGLY, YOU HEREBY RELEASE ExitGrabber.com
FROM ANY AND ALL OBLIGATIONS, LIABILITIES, AND CLAIM IN EXCESS OF THE
LIMITATION STATED IN THIS SECTION 6.1. BECAUSE SOME STATES DO NOT ALLOW
THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR
INCIDENTAL DAMAGES, IN SUCH STATES, OUR LIABILITY IS LIMITED TO THE
EXTENT PERMITTED BY LAW.
9. EARNINGS AND INCOME DISCLAIMER
We make every effort to ensure that we accurately represent these
products and services and their potential for income. Earning and
Income statements made by our company and its customers are estimates
of what we think you can possibly earn. There is no guarantee that you
will make these levels of income and you accept the risk that the
earnings and income statements differ by individual.
As with any business, your results may vary, and will be based on your
individual capacity, business experience, expertise, and level of
desire. There are no guarantees concerning the level of success you may
experience. The testimonials and examples used are exceptional results,
which do not apply to the average purchaser, and are not intended to
represent or guarantee that anyone will achieve the same or similar
results. Each individual.s success depends on his or her background,
dedication, desire and motivation.
There is no assurance that examples of past earnings can be duplicated
in the future. We cannot guarantee your future results and/or success.
There are some unknown risks in business and on the internet that we
cannot foresee which can reduce results. We are not responsible for
your actions.
The use of our information, products and services should be based on
your own due diligence and you agree that our company is not liable for
any success or failure of your business that is directly or indirectly
related to the purchase and use of our information, products and
services.
10. INDEMNIFICATION
You will defend, indemnify and hold harmless ExitGrabber.com and its
officers, directors, shareholders, employees, consultants, agents,
affiliates and suppliers (an "Indemnitee") from any and all threatened
or actual claims, demands, causes of action, suits, proceedings (formal
or informal), losses, damages, fines, penalties, liabilities, costs and
expenses of any nature, including attorneys' fees and court costs,
sustained or incurred by or asserted against any Indemnitee by any
person, firm, corporation, governmental authority, partnership or other
entity by reason of or arising out of or relating to: (i) your
violation or breach of any term, condition, representation or warranty
of this Agreement or any applicable policy or guideline; (ii) your
conduct, including but not limited to your negligence, gross
negligence, or willful misconduct; (iii) your use of the Services,
including any improper or illegal uses; (iv) any claim by a former
employee of yours whose employment has been or may be terminated in
connection with or as a result of the execution of this Agreement and
performance of the Services by ExitGrabber.com ; or (v) any claim
relating to your services or products, or your installation and/or use
of any third-party software, including but not limited to advertising,
product liability claims or infringement of any trademark, copyright,
patent, trade secrets or nonproprietary right of a third party
(including, without limitation, defamation, libel, or violation of
privacy or publicity).
11. Interruption of Service
You hereby acknowledge and agree that ExitGrabber.com will not be
liable for any temporary delay, outages or interruptions of the
Services. Further, ExitGrabber.com shall not be liable for any delay or
failure to perform its obligations under this Agreement, where such
delay or failure results from any cause beyond its reasonable control
(including, without limitation, any mechanical, electronic,
communications or third-party supplier failure).
12. Maintenance
You hereby acknowledge and agree that ExitGrabber.com reserves the
right to temporarily suspend services for the purposes of maintaining,
repairing, or upgrading its systems and network. ExitGrabber.com will
use best efforts to notify you of pending maintenance however at no
time is under any obligation to inform you of such maintenance.
13. Choice of Law and Forum
THIS AGREEMENT, WILL BE GOVERNED BY THE LAWS OF THE UNITED STATES AND
THE STATE OF DELAWARE, WITHOUT REFERENCE TO RULES GOVERNING CHOICE OF
LAWS. ANY ACTION RELATING TO THIS AGREEMENT MUST BE BROUGHT IN THE
FEDERAL OR STATE COURTS LOCATED IN DELAWARE, AND YOU IRREVOCABLY
CONSENT TO THE JURISDICTION OF SUCH COURTS.
14. Severability
If any provision of this Agreement is deemed illegal, invalid, void or
otherwise unenforceable in whole or in part, that provision shall be
severed or shall be enforced only to the extent legally permitted, and
the remainder of the provision and the Agreement shall remain in full
force and effect. If any provision of this Agreement is deemed to be
invalid, void or unenforceable only with respect to a particular
application, such term or provision shall remain in full force and
effect with respect to all other applications.
15. Survival
All provisions of this Agreement relating to your warranties,
intellectual property rights, limitation and exclusion of liability,
your indemnification obligations and payment obligations shall survive
the termination or expiration of this Agreement.
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