WPMktgEngine Terms and Conditions of Use

 

 

CONTINUITY BILLING PLAN NOTICE:   ALL ACCOUNT HOLDERS WILL BE BILLED MONTHLY UNTIL YOU CANCEL. IF YOU ELECT TO PARTICIPATE IN OUR FREE TRIAL SERVICE, ON THE LAST DAY OF THE TRIAL, IF YOU HAVE NOT CANCELLED THE TRIAL, YOUR ACCOUNT WILL BE AUTOMATICALLY CONVERTED TO A PAID ACCOUNT AND YOU WILL BE BILLED FOR THE SERVICE UNTIL YOU CANCEL.

 

 

GENOO, LLC (“GENOO”) IS WILLING TO GRANT YOU RIGHTS TO ESTABLISH AN ACCOUNT AND TO USE THE SERVICES PROVIDED BY THIS SITE ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS AGREEMENT. PLEASE READ THE TERMS CAREFULLY. BY CLICKING ON “I ACCEPT”, YOU WILL INDICATE YOUR AGREEMENT WITH THEM. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY OR PERSON, YOUR ACCEPTANCE REPRESENTS THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY OR PERSON TO THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, OR IF YOU DO NOT HAVE THE AUTHORITY TO BIND YOUR ENTITY OR PERSON, THEN GENOO IS UNWILLING TO GRANT YOU RIGHTS TO ESTABLISH AN ACCOUNT AND TO USE THE SERVICES PROVIDED BY THIS SITE.

WPMKTGENGINE TERMS OF SERVICE

LICENSING

Genoo General PHP License. The PHP code portions of the WPMktEngine are subject to the GNU Public License, version 2 (http://www.gnu.org/copyleft/gpl.html and http://www.gnu.org/copyleft/gpl.txt. All images, cascading style sheets, and JavaScript elements are released under the Genoo Proprietary Use License below.

Genoo Proprietary Use License. The Genoo Proprietary Use License is a GPL-compatible license that applies only to the images, cascading style sheets, and JavaScript files contained in the WPMktEngine. These elements are the copyrighted intellectual property of Genoo, LLC, and cannot be redistributed or used in any fashion other than as expressly provided in this Agreement. Violation of this license will result in an immediate termination of support, updates, and access to all proprietary elements.

  1. ACCEPTANCE OF TERMS

Welcome to WPMKtgEngine (the “Service”), an online marketing service made available by Genoo, LLC (Genoo) . Whether you are an account holder having a WordPress web site and conducting online marketing activities using the tools available through the WPMktgEngine WordPress Plugin (an “Account Holder”), or a user added by an Account Holder (a “User”) to use WPMktgEngine Services on the Account Holders Account, your use of the Service is subject to these Terms of Service (“TOS”). Genoo reserves the right to update and change the TOS from time to time, and will notify Account Holders of the change and effective date via the email designated for the Account Holder. The TOS will also be applicable to the use of the Service on a trial basis. By using the Service, you signify your irrevocable acceptance of this TOS.

Please note that your use of the Service is also subject to the Privacy Policy (the “Privacy Policy”). By using the Service, you signify your irrevocable acceptance of the Privacy Policy.

  1. DESCRIPTION OF SERVICE

Genoo provides each Account Holder with Online Marketing Tools, that include but are not limited to Email Marketing, Lead capture, lead nurturing, and overall lead management. The Service is made available via a WordPress Plugin. The Service also includes tools that enable Account Holders and their Users to make up one or more Calls-to-Action (CTA) and place those on the pages and sidebar of your website running WordPress. The type and number of tools you may use depend on the type of account you have and your status as an Account Holder or a User. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new WPMktgEngine tools and resources, shall be subject to the TOS. In order to use the Service, you must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem or other access device. You also understand and agree that the Service may include advertisements and that these advertisements are necessary for Genoo to provide the Service. You also understand and agree that the service may include certain communications from WPMktgEngine or Genoo, such as service announcements, administrative messages and the WPMktgEngine Newsletter, and that these communications are considered part of WPMktgEngine membership and you will not be able to opt out of receiving them. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new Genoo properties, shall be subject to the TOS. You agree not to access the Service by any means other than through the interfaces that are provided by Genoo for use in accessing the Service.

  1. REGISTRATION

In order to use the Service, you must have a valid WPMktgEngine User ID. To be an Account Holder, you must provide WPMktgEngine with a credit card, billing and shipping information and other information (“Registration Data”). Account Holders will choose a password and account designation, as well your website URL for your Account during the Service’s registration process. If you are using the Service as a User, you must also go through the registration process and provide the registration data requested. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify WPMktgEngine of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. WPMktgEngine cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 3. In consideration of use of the Service, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service’s registration form, and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Genoo has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Genoo has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). YOUR RIGHTS UNDER THIS AGREEMENT ARE PERSONAL TO YOU. YOUR ACCOUNT HOLDER INFORMATION AND USER REGISTRATION ARE NON-TRANSFERABLE.

IF YOU REGISTER TO USE THE SERVICE ON A FREE-TRIAL BASIS, YOU WILL ALSO HAVE TO GO THROUGH THE REGISTRATION PROCESS, INCLUDING ENTERING IN YOUR CREDIT CARD. ON THE LAST DAY OF THE TRIAL, IF YOU HAVE NOT CANCELLED THE TRIAL, THE ACCOUNT WILL BE AUTOMATICALLY CONVERTED TO A PAID ACCOUNT AND YOU WILL BE BILLED FOR THE SERVICE.

  1. PAYMENT TERMS

4.1. CONTINUITY BILLING PLAN.

ALL ACCOUNT HOLDERS WILL BE BILLED MONTHLY UNTIL YOU CANCEL.

IF YOU ELECT TO PARTICIPATE IN OUR FREE TRIAL SERVICE, ON THE LAST DAY OF THE TRIAL, IF YOU HAVE NOT CANCELLED THE TRIAL, YOUR ACCOUNT WILL BE AUTOMATICALLY CONVERTED TO A PAID ACCOUNT AND YOU WILL BE BILLED FOR THE SERVICE UNTIL YOU CANCEL.

The credit card that Account Holders provide as part of the Registration Data will be automatically and immediately billed. All currency references are in U.S. dollars. Please note, unless WPMktgEngine gives notice to the contrary, payment for the Service is billed on an annual basis (for the package selected by the Account Holder) and is non-refundable.

4.2.            UPGRADES AND DOWNGRADES

You will have the ability to upgrade or downgrade the Service at any time during the term. Such upgrade or downgrade will take effect immediately. For any upgrade in or addition of services, the credit card that you provided as part of your Registration Data will automatically be charged a pro-rata amount for the additional or higher level Service. For any downgrade in service level, your account for the Service will be adjusted at the next billing interval. Fees are non-refundable. There will be no refunds or credits for partial months of service.

The expiration/renewal date of Service will not change. Fees may not be credited towards other Services. All currency references are in U.S. dollars. PLEASE NOTE THAT DOWNGRADING YOUR SERVICE MAY CAUSE THE LOSS OF CONTENT AND/OR FEATURES, OR OTHER SERVICES, AND WPMKTGENGINE DOES NOT ACCEPT ANY LIABILITY FOR SUCH LOSS.

4.3. CANCELLATION AND TERMINATION

If you cancel the Service before the end of the term, your cancellation will take effect on your Service expiration date. After cancellation, you will have access to your WPMktgEngine account until your Service Expiration date, but your account will not be renewed, and as of the expiration date, you will no longer have access to your account, including any emails lead information, or marketing tools and data. All information contained therein may be deleted by Genoo. Genoo accepts no liability for such deleted information or content. If you are a User, the Account Holder who invites you may request Genoo to, and Genoo may, terminate your Service at any time and for any reason.

If your credit card is invalid for any reason, the Service may be cancelled and all the information contained within deleted permanently. Genoo accepts no liability for information that is deleted due to an invalid credit card.

You agree that Genoo, in its sole discretion, may terminate your password, and/or account, and remove and discard any Content within the Service (including, but not limited to your emails, Lead information, and all other data, if you are an Account Holder), if Genoo believes that you have violated or acted inconsistently with the letter or spirit of the TOS. Any contracts, verbal or written or assumed, in conjunction with your deleted WPMktgEngine account and other Services (as applicable) and all its parts, at Genoo’s discretion, will be terminated as well. Genoo may also in its sole discretion and at any time, discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this TOS may be effected without prior notice, and acknowledge and agree that Genoo may immediately deactivate or delete your emails, lead information and other data and files contained within your Account, as applicable. Genoo reserves the right to bar any further access to such data, files or the Service. You agree that Genoo shall not be liable to you or any third-party for any termination of your access to the Service. Paid accounts that are terminated will not be refunded.

Upon Service cancellation, you may contract with Genoo to obtain an export of information contained within your WPMktgEngine account.

  1. OWNERSHIP OF WEBSITE ACCOUNT AND SECURITY

You are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account, Email Blasts, or Lead Management, including those of your Users. You agree to immediately notify Genoo of any unauthorized uses of the account or any other breaches of security. Genoo cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. You acknowledge and agree that under no circumstances will Genoo be liable, in any way, for any acts or omissions by an Account Holder or a Guest, including any damages of any kind incurred as a result of such acts or omissions.

  1. CONTENT AND CONDUCT RULES AND OBLIGATIONS

You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services or other materials (“Content”) are the sole responsibility of the person from which such Content originated. This means that you, and not WPMktgEngine, are entirely responsible for all Content that you upload, post, transmit or otherwise make available via the Service. WpMktgEngine does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content.

This site is a provider of “interactive computer services” under the Communications Decency Act, 47 U.S.C. Section 230, and as such, our liability for defamation and other claims arising out of any postings to this site by third parties is limited as described therein. We are not responsible for content or any other information posted to this site by third parties. We neither warrant the accuracy of such postings or exercise any editorial control over such posts, nor do we assume any legal obligation for editorial control of content posted by third parties or liability in connection with such postings, including any responsibility or liability for investigating or verifying the accuracy of any content or any other information contained in such postings.

You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will Genoo be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, 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 Service. You acknowledge that Genoo does not pre-screen Content, but that Genoo and its designees shall have the right (but not the obligation) in their sole discretion to refuse or move any Content that is available via the Service. Without limiting the foregoing, Genoo and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by Genoo or submitted to Genoo. You acknowledge and agree that Genoo may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of Genoo, its users and the public.

You understand that the technical processing and transmission of the Service, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

Should Content be found or reported to be in violation with, but not limited to, the following terms, it will be in Genoo’s sole discretion as to what action should be taken.

You agree that you will not:

(a) upload, post, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another’s privacy (up to, but not excluding any address, email, phone number, or any other contact information without the written consent of the owner of such information), hateful, or racially, ethnically or otherwise objectionable;

(b) harm minors in any way;

(c) impersonate any person or entity, including, but not limited to, a Genoo official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;

(d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;

(e) upload, post or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

(f) upload, post or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party;

(g) upload, post, or transmit unsolicited commercial email or “spam”. This includes unethical marketing, advertising, or any other practice that is in any way connected with “spam”, such as (a) sending mass email to recipients who haven’t requested email from you or with a fake return address, (b) promoting a site with inappropriate links, titles, descriptions, or (c) promoting your site by posting multiple submissions in public forums that are identical;

(h) upload, post or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

(i) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;

(j) intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;

(k) “stalk” or otherwise harass another;

(l) promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals. This may include, without limitation, providing instructions on how to assemble bombs, grenades and other weapons or incendiary devices;

(m) offer for sale or sell any item, good or service that (a) violates any applicable federal, state, or local law or regulation, (b) you do not have full power and authority under all relevant laws and regulations to offer and sell, including all necessary licenses and authorizations, or (c) Genoo determines, in its sole discretion, is inappropriate for sale through the Service provided by Genoo;

(n) use the Service as a forwarding service to another website;

(o) exceed the scope of the Service that you have signed up for; for example, accessing and using the tools that you do not have a right to use, or deleting, adding to, or otherwise changing other peoples content as a User. If any user is reported to be in violation with the letter or spirit of these terms, Genoo retains the right to terminate such account at any time without further warning.

  1. ADDITIONAL SOFTWARE

With respect to any additional software that may be made available by Genoo in connection with the Service, if you elect to download or access such additional software, you understand that you may have to agree to additional terms and conditions before you use such software.

  1. INTERNATIONAL USE

This site provides Services and uses software and technology that may be subject to United States export controls administered by the U.S. Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, and other U.S. agencies and the export control regulations of Switzerland and the European Union. The user of this site (“User”) acknowledges and agrees that the site and Services shall not be used in, and none of the underlying information, software, or technology may be transferred or otherwise exported or re-exported to, countries to which the United States, Switzerland and/or the European Union maintains an embargo (collectively, “Embargoed Countries”), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders (collectively, “Designated Nationals”). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. By using the Services, you represent and warrant that you are not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. You agree to comply strictly with all U.S., Swiss and European Union export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required.

 

Any personal information which WPMktgEngine may collect on this site will be stored and processed in our servers located only in the United States. If you reside outside the United States, you consent to the transfer of personal information outside your country of residence to the United States.

  1. CONTENT SUBMITTED

Genoo does not claim ownership of the Content you place in your WPMktgEngine account or within any marketing Emails. By submitting Content to Genoo for inclusion on your WPMktgEngine account, you grant Genoo a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of displaying, distributing and promoting your website on Genoo’s Internet properties with all manner and means of distribution, now known and hereafter developed. This license exists for as long as you continue to be a WPMktgEngine customer and shall survive the expiration or termination of your account.

You acknowledge that Genoo does not pre-screen Content, but that Genoo and its designees shall have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is available via the Service. Without limiting the foregoing, Genoo and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.

  1. ADVERTISERS.

Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Genoo shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Service.

  1. LINKS

The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because Genoo has no control over such sites and resources, you acknowledge and agree that Genoo is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Genoo shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.

  1. PROHIBITION OF RESALE OF SERVICE

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express permission by Genoo.

  1. GENERAL PRACTICES REGARDING USE AND STORAGE

You acknowledge that Genoo may establish general practices and limits concerning use of the Service and may modify such practices and limits from time to time.

15 GENOO’S PROPRIETARY RIGHTS

You acknowledge and agree that the Service and any necessary software used in connection with the Service (“Software”) contains proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Genoo or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part.

Genoo does not want to receive confidential or proprietary information from you through the Service or by email. Unless otherwise agreed in writing by an authorized Genoo representative, any material, information or idea you transmit to Genoo by any means may be disseminated or used by Genoo or its affiliates without compensation or liability to you for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products. However, this provision does not apply to Content (as defined herein), or to personal information that is subject to our Privacy Policy.

  1. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

(a) YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. GENOO EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

(b) GENOO WILL MAKE REASONABLE EFFORTS TO MAINTAIN THE SERVICE, HOWEVER, GENOO IS NOT RESPONSIBLE FOR ANY DAMAGE, LOSS OF DATA, CUSTOMER INFORMATION OR VENDOR DATA, REVENUE, OR OTHER HARM TO BUSINESS ARISING OUT OF DELAYS, MISDELIVERY OR NONDELIVERY OF INFORMATION, RESTRICTION OR LOSS OF ACCESS, BUGS OR OTHER ERRORS, UNAUTHORIZED USE DUE TO YOUR SHARING OF ACCESS TO THE SERVICE, OR OTHER INTERACTION WITH THE SERVICE. YOU ARE RESPONSIBLE FOR MAINTAINING AND BACKING-UP YOUR DATA AND INFORMATION THAT MAY RESIDE ON THE SERVICE. GENOO DOES NOT WARRANT THAT (i) THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.

(c) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

(d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.

  1. LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT GENOO SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF GENOO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) DATA BREACH BY UNAUTHORIZED PERSONS VIA ILLEGAL OR ILLICIT MEANS OR OTHER UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.

  1. EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 18 AND 19 MAY NOT APPLY TO YOU.

  1. S. GOVERNMENT RESTRICTED RIGHTS

Genoo provides the Services, including access to related software and technology, for ultimate federal government end use solely in accordance with the following: Government technical data and software rights related to the Web Services include only those rights customarily provided to the public as defined in this Agreement. The software and related documentation are “Commercial Items”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.

  1. ARBITRATION

 

Except for actions to protect intellectual property rights and to enforce an arbitrator’s decision hereunder, all disputes, controversies, or claims arising out of or relating to this Agreement or a breach thereof shall be submitted to and finally resolved by arbitration under the rules of the American Arbitration Association (“AAA”) then in effect. There shall be one arbitrator, and such arbitrator shall be chosen by mutual agreement of the parties in accordance with AAA rules. The arbitration shall take place in Minneapolis, MN, USA, and may be conducted by telephone or online. The arbitrator shall apply the laws of the State of Minnesota, USA to all issues in dispute. The controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The findings of the arbitrator shall be final and binding on the parties, and may be entered in any court of competent jurisdiction for enforcement. Enforcements of any award or judgment shall be governed by the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards. Should either party file an action contrary to this provision, the other party may recover attorney’s fees and costs up to $1000.00.

 

  1. JURISDICTION AND VENUE; APPLICABLE LAW.

 

The courts of Hennepin County in the State of Minnesota, USA and the nearest U.S. District Court For The District of Minnesota shall be the exclusive jurisdiction and venue for all legal proceedings that are not arbitrated under this Agreement. The laws of the State of Minnesota, USA shall apply to all issues in dispute, excluding its rules regarding conflicts of law.

  1. SEVERABILITY.  

If any provision of this Agreement is declared invalid or unenforceable, such provision shall be deemed modified to the extent necessary and possible to render it valid and enforceable. In any event, the unenforceability or invalidity of any provision shall not affect any other provision of this Agreement, and this Agreement shall continue in full force and effect, and be construed and enforced, as if such provision had not been included, or had been modified as above provided, as the case may be.

  1. GENERAL

Notices to you may be made via either email or regular mail. The Service may also provide notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on the Service. The failure of Genoo to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. The TOS constitutes the entire agreement between you and Genoo and govern your use of the Service, superseding any prior agreements between you and Genoo (including, but not limited to, any prior versions of the TOS). You also may be subject to additional terms and conditions that may apply when you use affiliate or other Genoo services, third-party content or third-party software. If any provision of the TOS or incorporated documents are found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the TOS are for convenience only and have no legal or contractual effect.

  1. VIOLATIONS

Please report any violations of the TOS to our legal@genoo.com

Copyright 2015 Genoo LLC. All rights reserved worlwide.