- Change the terms and conditions of this Agreement;
- Change the Site, including eliminating or discontinuing any content on or feature of the Site; or
- Change any fees or charges for use of the Site.
MaterialsThe information and materials provided through the Site, including any data, text, graphics, images, audio and video clips, logos, icons, software and links (collectively, the “Materials”), are intended to educate and inform you about the Company, our products and goals. Unless otherwise specified on the Site, you may download Materials displayed on the Site, and may use the downloaded Materials, solely for your personal, non-commercial use. You must retain all copyright and other proprietary notices on downloaded and copied Materials, and any such downloads or copies are subject to the terms and conditions of this Agreement. Further, the Materials remain the property of Company or its licensors or suppliers. Use or downloading of Materials is conditioned on acceptance of the terms and conditions of any license agreements relating to such Materials, including agreements of third parties. By acquiring or using Materials, you agree to such terms and conditions. You may not download, copy or use any of the Materials except as expressly authorized by this Agreement and, in any event, you may not distribute, modify, transmit or publicly display the Materials without the written consent of Company or, if so indicated in writing by Company, its licensors or suppliers.
Some areas of the Site may require you to register to use certain services. When and if you register, you agree to (a) provide accurate, current and complete information about yourself as prompted by our registration form (including your email address) and (b) maintain and update your information (including your email address) to keep it accurate, current and complete, as applicable. You acknowledge that, if any information provided by you is untrue, inaccurate, not current or incomplete, we reserve the right to terminate this Agreement and your use of the Site. As part of the registration process, you will be asked to select a username and password. We may refuse to grant you a username that impersonates someone else, is or may be illegal, is or may be protected by trademark or other proprietary rights law, is vulgar or otherwise offensive, or may cause confusion, as determined by us in our sole discretion. You will be responsible for the confidentiality and use of your username and password and agree not to transfer or resell your use of or access to the Site to any third party. If you have reason to believe that your account with us is no longer secure, you must immediately notify us of the problem by emailing us at firstname.lastname@example.org.
YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR USERNAME AND PASSWORD AND FOR ANY AND ALL ACTIVITIES (INCLUDING PURCHASES, AS APPLICABLE) THAT ARE CONDUCTED THROUGH YOUR ACCOUNT.
Code of Conduct
While using the Site and Materials, you agree not to:
- Restrict or inhibit any other visitor or member from using the Site, including, without limitation, by means of “hacking” or defacing any portion of the Site;
- Use the Site or Materials for any unlawful purpose;
- Express or imply that any statements you make are endorsed by us, without our prior written consent;
- Transmit (a) any content or information that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, or infringes our or any third party’s intellectual property or other rights; (b) any material, non-public information about companies without the authorization to do so; (c) any trade secret of any third party; or (d) any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication (except as otherwise expressly permitted by us),
- Engage in spamming or flooding;
- Transmit any software or other materials that contain any viruses, worms, trojan horses, defects, date bombs, time bombs or other items of a destructive nature;
- Modify, adapt, sub-license, translate, sell, reverse engineer, decompile or disassemble any portion of the Site;
- Remove any copyright, trademark or other proprietary rights notices contained in the Site or Materials;
- “Frame” or “mirror” any part of the Site without our prior written authorization;
- Link to any page of or content on the Site other than the URL located at http://www.moseleysb.com
- Use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents; or
- Harvest or collect information about Site visitors or members without their express consent. While using the Site and/or Materials, you agree to comply with all applicable laws, rules and regulations.
Information Provided by the Company
BY DOWNLOADING AN RSS FEED (THE “SERVICE”) FROM MOSELEY, YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT (“AGREEMENT”). IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT DOWNLOAD THE SERVICE. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS. Moseley may modify any of the terms and conditions contained in this agreement, at any time and in our sole discretion, by posting a change notice or a new agreement on our site. Your continued use of the service following our posting of a change notice or new agreement on our site will constitute binding acceptance of the change.
- GRANT. Subject to the terms of this Agreement and, unless otherwise consented to by Moseley hereby grants you, during the Term, a revocable, nontransferable, nonsublicensable, royalty-free, nonexclusive license to display on your Web site (“Site”) the headlines, active links, or other source identifiers, and other information or materials, including any promotional taglines that you specifically select to receive from Moseley (collectively, the “Content”) through the Service, provided that you do not alter, edit, or delete any of the Service. Moseley may restrict, suspend or terminate your access to any aspect or all of the Service at any time without liability. Moseley reserves the right to modify the Service at any time within Moseley’s sole discretion. You acknowledge that the Service availability is subject to change at Moseley sole discretion.
- RESERVATION OF RIGHTS. The Service is protected by the copyright laws of the United States and international copyright treaties. As between the parties, title, ownership rights, and intellectual property rights in and to the Service, and any copies or portions thereof, shall remain in Moseley. In addition, any additional programming or technology provided by Moseley in connection with the delivery of the Service or otherwise shall remain the sole property of Moseley or its licensees and no part thereof shall be deemed assigned or licensed to you. Moseley shall retain all rights to the Service not expressly granted to you under Section 1 of this Agreement.
- RESTRICTIONS. Except as expressly set forth in Section 1 and/or unless otherwise consented to by Moseley, you may not, directly or indirectly: (a) sell, modify, translate, copy, publish, transmit, distribute or otherwise disseminate the Service or any portion thereof; or delete or fail to display any promotional taglines included in the Service; (b) rent, lease, or otherwise transfer rights to the Service; (c) display the name, logo, trademark or other identifier of another person (except for Moseley or you) on your Site in such a manner as to give the viewer the impression that such other person is a publisher or distributor of the Service on the Site; (d) remove, conceal or obliterate any copyright or other proprietary notice or any credit-line or date-line on other mark or source identifier included on the Service, including without limitation, the size, color, location or style of Moseley marks; (e) encumber or suffer to exist any lien or security interest on the subject matter of this Agreement; (f) make any representation or warranty on behalf of Moseley; or (g) use the Service on any Site that contains nudity or pornographic material of any kind, displays material that exploits children under the age of 18 promotes or provides instructional information about illegal activities or physical harm or injury against any group or individual, or use the Service in any manner that is obscene, defamatory, libelous, invasive of personal privacy or misleading.
Unless otherwise permitted by Moseley, you will: (i) display the Service on your Site in the exact form received by you, and not modify or edit any of the foregoing without Moseley prior written consent; (ii) ensure that the fundamental meaning of the Service is not changed or distorted; (iii) comply with all applicable laws and all limitations and restrictions (if any) placed by Moseley on the use, display or distribution of any Service (“Usage Restrictions”); and (iv) not archive any of the Service for access by users at any future date after the Service has been removed from your Web site. You acknowledge that the Service must link and redirect to the appropriate Moseley Web page when a user clicks on the Service (e.g. a headline). You shall not display the Service in such a manner that does not allow for successful linking and redirection to, and delivery of, Moseley Web page, nor may you frame any Moseley Web page. You must always stipulate that the Service is supplied by Moseley and is protected by copyright and owned by Moseley.
Moseley assumes no liability for your activity in connection with the Services and the Service or for the development, operation, and maintenance of your Site. Any fraudulent, abusive, or otherwise illegal activity will be grounds for termination of this Agreement. You will not attempt to hide your identity, represent yourself as someone else, compromise or attempt to compromise the security of any account, or interfere or attempt to interfere with the proper working of Services. If you use, or attempt to use, any Service beyond the scope of the license granted in this Agreement, or beyond the scope expressly granted by Moseley, or attempt to, tamper, hack, spoof, use robots or scripts, copy, distribute, modify, or otherwise corrupt the administration, security, or proper function of any part of the Service, then, in addition to termination of this Agreement, you may be subject to appropriate legal and equitable action.
- WARRANTY DISCLAIMER. You represent and warrant to Moseley that your Mark(s) and/or content on your Web site, other than the Service, do not and will not infringe any trademark, service mark, copyright, right to publicity, right of privacy or other intellectual property right of a third party, constitute false, deceptive or unfair advertising or disparagement under applicable law, or fail to comply with applicable laws and regulations (including, for example, licensing requirements and administrative or professional rules). Moseley represents and warrants that Moseley either is the sole owner of all U.S. trademark, copyright, patent rights and service marks in and to the Moseley Service provided to you for display within your Web site or that Moseley has sufficient license rights to distribute said Moseley Service in the manner contemplated by this Agreement. Moseley shall not be liable for any claims or actions arising from any Content included in the Service that has been edited by you in any way. In addition, Moseley makes no representations concerning any interruption in Service. MOSELEY PROVIDES THE SERVICE AND CONTENT ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, AND MOSELEY HEREBY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE, ACCURACY OR RELIABILITY. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.
- LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE, SHALL MOSELEY BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF SERVICES, CONTENT OR RESULTS, COMPUTER FAILURE OR MALFUNCTION, DAMAGES RESULTING FROM DISABLING OF THE SERVICE RELATED TO NON-PAYMENT OF LICENSE FEES, COST OF PROCUREMENT OF SUBSTITUTE GOODS, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. IN NO EVENT WILL MOSELEY BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE FEES PAID BY YOU (IF ANY) IN CONNECTION WITH THE SERVICE, EVEN IF MOSELEY SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. TO THE EXTENT THAT THE FOREGOING LIMITATION IS NOT APPLICABLE FOR ANY REASON, THE LIABILITY OF THE PROVIDERS, THIRD PARTY CONTENT PROVIDERS AND THEIR RESPECTIVE AGENTS, SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
- INDEMNITY. You hereby agree to fully indemnify, defend and hold Moseley and its affiliates and their respective officers, directors, employees and licensors (collectively, the “Provider Parties”) harmless from and against any and all claims, liability, losses, costs and expenses (including attorneys’ fees) incurred by you in connection with: (i) any use or alleged use of the Service through your account by any person, whether or not authorized by you; or (ii) the operation and content on your Site or (iii) any breach of your representations and warranties and other covenants under this Agreement. Moseley reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Moseley defense of such claim.
- TERMINATION. Unless otherwise agreed to by Moseley, you may terminate this Agreement and the license granted herein at any time by destroying or removing all copies of the Service from your Site, all hard drives, networks, and other storage media. Unless otherwise agreed to by Moseley, Moseley may restrict, suspend or terminate the Service, this Agreement, the license granted herein, or your access to any aspect or all of the Service at any time without liability. You agree to destroy or return to Moseley all copies of the Service and all Proprietary Information promptly upon learning of such Termination. Sections 2 through 8 shall survive termination of this Agreement.
- MISCELLANEOUS. This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior and contemporaneous agreements and understandings between them, whether written or oral. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be governed by and construed under the internal laws and jurisdiction of the State of California, without regard to its conflict of laws principles. Any action to enforce this agreement shall be brought in the federal or state courts located in Santa Barbara, California. You may not assign this Agreement without Moseley prior written consent; any assignment by you without such consent shall be null and void. You shall be responsible for compliance with all applicable laws, rules and regulations, if any, related to the performance of its obligations under this Agreement. Neither party will be liable for any failure to perform any obligation (other than payment obligations) hereunder, or from any delay in the performance thereof, due to causes beyond its control, including industrial disputes of whatever nature, acts of God, public enemy, acts of government, failure of telecommunications, fire or other casualty.
Moseley is not responsible for any costs or liability associated with making a connection (by any means) to the Internet, the Service or other online service, or network. You certify you are legally permitted to use the Services and access the Service, and if you are an individual, you are over 18 years of age. You take full responsibility for the selection and use of the Services and access of the content. This Agreement is void where prohibited by law, and the right to access the Service is revoked in such jurisdictions. Nothing in this Agreement will be deemed to limit or restrict Moseley from entering into agreements with any other person covering services similar to your Site or from offering such similar services itself. The parties hereto are independent contractors, and nothing in this Agreement creates any partnership, joint venture, agency, franchise, sales representative or employment relationship between the parties. You have no authority to make or accept any offers or representations on our behalf and you shall not make any statement, on your site or otherwise, that conflicts with this Agreement.
Ownership and Restrictions on Use
The Site is owned and operated by the Company in conjunction with others pursuant to contractual arrangements, and the Materials (and any intellectual property and other rights relating thereto) are and will remain the property of the Company and its licensors and suppliers. The Materials and the selection, compilation, collection, arrangement and assembly thereof are protected by American and international copyright, trademark and other laws, and you acknowledge that these rights are valid and enforceable. You may not copy, reproduce, republish, upload, post, transmit or distribute Materials or other content or information available on or through the Site in any way without our prior written permission. The Materials may be used solely to the extent necessary for your authorized use of the Site, as provided in this Agreement or as expressly authorized in writing by the Company or, if so indicated in writing by the Company, its licensors or suppliers. Modification of the Materials or use of the Materials for any other purpose is a violation of our copyright and other proprietary rights, and is strictly prohibited. You acknowledge that you do not acquire any ownership rights by using the Site or the Materials. If you download software from the Site, such software is licensed on a limited basis to you by us or the owner of such software. Title to the software is not transferred to you. You may own the medium on which you record the software , but we retain all right, title and interest in and to the software, and all intellectual property rights therein. You may not re-sell, decompile, reverse engineer, disassemble or otherwise reduce the software to a human-perceivable form, or transfer the software to any third party. The trademarks, logos, and service marks displayed on the Site (collectively the “Trademarks”) are the registered and unregistered trademarks of the Company, the Company’s licensors and suppliers, and others. The Trademarks owned by the Company, whether registered or unregistered, may not be used in connection with any product or service that is not the Company’s, in any manner that is likely to cause confusion with customers, or in any manner that disparages the Company. Nothing contained on the Site should be construed as granting, by implication, estoppels or otherwise, any license or right to use any Trademark without the express written permission of the Company, the Company’s licensors or suppliers, or the third party owner of any such Trademark. Misuse of any Trademarks is prohibited, and the Company will aggressively enforce its intellectual property rights in such Trademarks, including via civil and criminal proceedings.
Jurisdictional IssuesWe make no representation that Materials available on or through the Site are appropriate or available for use in any particular location. Those who choose to access the Site do so on their own initiative and at their own risk, and are responsible for compliance with the applicable local laws. The software provided in the Materials is subject to the laws and regulations of America and other countries. No software may be downloaded , exported or re-exported to any country, any party or any person subject to the control of the laws and regulations of America and other countries. By downloading or using any software, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country.
TerminationThis Agreement shall remain effective until terminated in accordance with its terms. Either party may terminate this Agreement immediately upon notice to the other party. In addition, we reserve the right to immediately terminate this Agreement, and/or your access to and use of the Site or any portion thereof, at any time and for any reason, with or without cause. Upon termination of this Agreement by either party, your right to use the Site shall immediately cease, and you shall destroy all Materials obtained from the Site and all copies thereof, whether made under the terms of this Agreement or otherwise.
THE SITE, THE MATERIALS ON THE SITE, AND ANY PRODUCT OR SERVICE OBTAINED THROUGH THE SITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, ?THE COMPANY AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE MAY NOT APPLY TO YOU. THE COMPANY AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DO NOT WARRANT THAT YOUR USE OF THE SITE OR THE MATERIALS WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE, THE SERVER(S) ON WHICH THE SITE IS HOSTED OR THE MATERIALS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE THAT YOU ARE RESPONSIBLE FOR OBTAINING AND MAINTAINING ALL TELEPHONE, COMPUTER HARDWARE AND OTHER EQUIPMENT NEEDED TO ACCESS AND USE THE SITE, AND ALL CHARGES RELATED THERETO. YOU ASSUME ALL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND THE SOFTWARE AND YOUR RELIANCE THEREON. NO OPINION, ADVICE OR STATEMENT OF COMPANY OR ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE ON THE SITE, IN THE MATERIALS OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR USE OF THE SITE AND ANY MATERIALS PROVIDED THROUGH THE SITE ARE ENTIRELY AT YOUR OWN RISK.
Limitation of Liability
NEITHER THE COMPANY NOR ANY OF OUR AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS OR SPONSORS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE AND/OR MATERIALS CONTAINED ON THE SITE, ANY LINKED SITE OR ANY PRODUCT OR SERVICE PURCHASED THROUGH THE SITE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, MATERIALS, OR ANY LINKED SITE IS TO STOP USING THE SITE, MATERIALS, OR LINKED SITE, AS APPLICABLE. THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY TO COMPANY FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT PAID BY YOU TO THE COMPANY, IF ANY, TO ACCESS THE SITE.
You agree to indemnify, defend and hold the Company, our affiliates, licensors, suppliers, advertisers and sponsors, and our and their directors, officers, employees, consultants, agents and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees) and other expenses that arise directly or indirectly out of or from (a) your breach of this Agreement, including any violation of the Code of Conduct, above; (b) any allegation that any Submissions or other materials you submit to us or transmit to the Site infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; and/or (c) your activities in connection with the Site.
Changing or Deleting Personal Information
If you would like to have your personally identifiable information removed from Moseley’s database, please contact us at email@example.com, and we will use reasonable efforts to comply with your request. Keep in mind, however, that there will be residual information that will remain within Moseley databases, access logs and other records, which may or may not contain such personally identifiable information. The residual information will not be used for commercial purposes; however, Moseley reserves the right, from time to time, to re-contact former customers or visitors to the Sites.
The Site is provided by Moseley. If you have any questions, comments or complaints regarding this Agreement or the Site, feel free to contact us at firstname.lastname@example.org.
The Sites and this Agreement, © 2019 Moseley Associates, Inc., an Axxcss Wireless Solutions, Inc. company. All rights reserved.