Product Directory, LLC
Effective April 1st, 2016
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND THE COMPANY, AND GOVERNS YOUR USE OF THE SERVICES. IT CONSTITUTES THE ENTIRE AND ONLY AGREEMENT BETWEEN YOU AND THE COMPANY, AND SUPERSEDES ALL PRIOR OR CONTEMPORANEOUS AGREEMENTS, REPRESENTATIONS, WARRANTIES AND UNDERSTANDINGS WITH RESPECT TO THE SERVICES PROVIDED BY OR LISTED ON THE WEBSITE OR REPRESENTED BY ANY EMPLOYEE OF COMPANY.
Registration and User Conduct
To use the services available on the Site, you must provide certain registration information including an email address and a password. You agree that any information that you choose to provide ("User Data") is (a) true, accurate, current and complete information about yourself and (b) promptly updated and maintained so that it remains accurate and current. You agree and acknowledge that your registration and membership is strictly for the use of the individual or entity whose name is provided upon registration and payment of the registration fee. Your access to the Site and the Services may not be transferred or assigned to any successor, third party, or business entity, without the Company's prior written consent.
You agree that Company may use your User Data to provide services on the Site for which you have expressed interest. You are solely responsible for maintaining the confidentiality of the password associated with your account and for restricting access to your password and to your computer while logged into the Site. You accept responsibility for all activities that occur while logged into your account or from your computer. We endeavor to use reasonable security measures to protect against unauthorized access to your account. We cannot, however, guarantee absolute security of your account, your Content (defined below) or the personal information you provide, and we cannot promise that our security measures will prevent third party "hackers" from illegally accessing the Site or its contents. You agree to immediately notify Company of any unauthorized use of your account or password, or any other breach of security, and to accept all risks of unauthorized access to the User Data and any other information you provide to Company.
You understand that all information, data, text, software, sound, photographs, graphics, video, messages, tags, or other materials (" Content"), whether publicly posted or privately transmitted, available in connection with the Site or the Services that are not the property of the Company, are the sole responsibility of the person from whom such Content originated. You agree to not use the Site to: (a) upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, 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 Company official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity; (d) upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships; (e) upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party.
You acknowledge that Company may or may not pre-screen or monitor Content, but that Company and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, monitor, refuse or remove any Content that is available via the Site. Without limiting the foregoing, Company and its designees shall have the right to remove any Content that violates these Terms or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content available in connection with the Site, including any reliance on the accuracy, completeness, or usefulness of such Content.
You acknowledge, consent and agree that Company may access, preserve and disclose your User Data and other Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Terms; (c) respond to claims that any Content violates the rights of third parties; (d) respond to your requests for customer service; or (e) protect the rights, property or personal safety of Company, its users and the public. Subject to the foregoing, Company will use reasonable efforts to maintain the confidentiality of your User Data.
You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer or sell for any commercial purposes any portion of the Site, use of the Site or access to the Site.
Content Submitted to the Site and Interactions with Site Users
Company does not claim ownership of Content you may submit or make available for inclusion on the Site. However, with respect to Content you submit or make available for inclusion on the Site (other than User Data), you grant Company a worldwide, perpetual, irrevocable, royalty-free and non-exclusive license to use, distribute, reproduce, modify, adapt, publicly perform and publicly display and otherwise exploit such Content on the Site for the purposes of providing and promoting the Site and the features and services available on the Site.
The Site functions as a venue to connect individuals, businesses, vendors, and suppliers in a virtual information place. As a neutral facilitator, Company is not directly involved in the actual transactions between members of the Site. As a result, Company has no control over the truth, accuracy, quality, legality, or safety of postings made by users of the Site. Company shall have no responsibility to confirm the identity of members. Company shall also have no responsibility to confirm or verify the qualifications, background, or quality of vendors or suppliers. You should exercise common sense and good judgment when dealing with any user of the Site.
- Cancelation and Refund Each of the above-described memberships can be canceled by written request for cancellation within three (3) days of the date of purchase of the membership; provided, however, that this is the first time you have requested a cancellation of a membership, and that you have not yet utilized, and agree not to utilize, the information provided in the Directory. After that time, your purchase will be final and there will be no refunds or credits issued of any kind.
The Site may provide you with the ability to send e-mails, post messages to user forums, enter chat rooms, speak via internet voice connections or send similar messages and communications to third party service providers, advertisers, other users and/or Company. You agree that those communications are public and that you will use those communication methods available on the Site only to send communications and materials related to the subject matter for which Company provided the communication method. You further agree that (a) communications sent to or received from third party service providers, advertisers or other third parties are not endorsed, sponsored or approved by Company (unless expressly stated otherwise by Company), and (b) communications are not pre-reviewed, post-reviewed, screened, archived or otherwise monitored by Company in any manner, though Company reserves the right to do so at any time at its sole discretion. You agree that all notices, disclosures and other communications that we provide to you electronically satisfy legal requirements for notice in writing.
Interactions with Suppliers, Vendors, and Other Third Parties
You agree that Company is not responsible for information, products, or services provided by any third party. Company is not responsible for third party misrepresentations regarding the Directory or the Services on the Site or any third party site. Please exercise due diligence in your use of the Directory, and notify the Company immediately if you become aware of any misrepresentation or violation of these Terms. Company reserves the right to modify, delete, or otherwise alter any statements about products, or services offered by third party vendors. You also understand and agree that Company does not operate or control third party products, free offerings, linked websites, or services. Company is not responsible for order processing, fulfillment, billing and customer service on any third party linked website. Company is not a party to the transactions entered into between you and any third party linked website. You agree that use of any third party linked website is at your sole risk and is without warranties of any kind by Company, expressed, implied or otherwise. Under no circumstances is Company liable for any damages arising from the transactions between you and any third party, or any information available on any third party linked website. Company shall not be responsible for and assumes no liability for any third party mistakes, misstatements of law, defamation, slander, libel, omissions, falsehood, obscenity, pornography or profanity in statements, opinions, representations or any other form of content contained in any third party linked website or appearing on the Site. You understand that the information and opinions in the third party content is neither endorsed by nor does it reflect the belief of Company.
You acknowledge and agree that the Site, any necessary software used in connection with the Site (if any) and any Content available on the Site contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You promise not to disseminate, reproduce, or circulate, in part or in full, to any third party in any medium under any circumstance, any Content owned by the Company, including but not limited to any vendor or supplier information available on the Site or provided to you through the Services.
The term "Product Directory," the Company logos and product and service names are the exclusive trademarks of, and are owned by Product Directory, LLC, and you may not use or display such trademarks in any manner without Company's prior written permission. Any third party trademarks or service marks displayed on the Site are the property of their respective owners. Company reserves all rights not expressly granted hereunder.
We welcome your comments, feedback, suggestions, and other communications regarding the Site and the information and services we make available through the Site (collectively, "Feedback"). While you are not obligated to provide Feedback, in the event that you provide Feedback, you hereby grant to Company a worldwide, non-exclusive, transferrable, assignable, sub-licenseable, perpetual, irrevocable, royalty-free license to copy, distribute, create derivative works of, publicly display and perform and otherwise exploit such Feedback and to use, make, have made, sell, offer for sale, import and export products and services based on such Feedback. For this reason, we ask that you not send Company any Feedback that you do not wish to license to us as set forth above.
You agree that Company may, under certain circumstances and without prior notice, immediately investigate and terminate your account and/or access to the Site. Cause for such termination shall include, but not be limited to, (a) breaches or violations of the Terms or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated account deletions), (d) discontinuance or material modification to the Site (or any portion thereof), (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, and/or (g) nonpayment of any fees owed by you in connection with the Site. Termination of your account may include (x) removal of access to all offerings within the Site, (y) deletion of your information, files and Content associated with or inside your account, and (z) barring of further use of the Site. Further, you agree that all terminations for cause shall be made in Company's sole discretion and that Company shall not be liable to you or any third party for any termination of your account or access to the Site.
You agree to indemnify, defend and hold harmless Company and its owners/partners, officers, employees, assigns and successors from and against any and all liability, loss, damages, claim and expense arising out of your use of the Services, including but not limited to any violation of this Agreement. In addition, Company disclaims all responsibility for any loss, injury, claim, liability, or damage of any kind resulting from, arising out of or any way related to the availability or accuracy of the Site, or any errors or omissions by any third party.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER COMPANY NOR ANY AFFILIATE, EMPLOYEE, ASSOCIATE OR AGENT THEREOF SHALL BE LIABLE FOR ANY DAMAGES WHATSOEVER RESULTING FROM YOUR USE OR INABILITY TO USE THE SITE, AND WHETHER OR NOT COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SPECIFICALLY, YOU RELEASE COMPANY FROM ALL LIABILITY FOR DAMAGES BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA, LOST EMPLOYMENT OPPORTUNITIES, LOSS OF GOOD-WILL, OTHER INTANGIBLE LOSSES OR BUSINESS INTERRUPTION). COMPANY'S MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE SITE, REGARDLESS OF THE CAUSE OF ACTION, WILL NOT EXCEED THE AMOUNT YOU PAID FOR THE SERVICES DURING THE IMMEDIATELY PRECEDING SIX (6) MONTH PERIOD.
Disclaimer of Warranties
THE INFORMATION, DIRECTORY, SOFTWARE, PRODUCTS, SERVICES AND CONTENT AVAILABLE ON THE SITE ARE PROVIDED TO YOU "AS IS" AND WITHOUT WARRANTY. COMPANY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES OR GUARANTEES REGARDING THE FUNCTION OR EFFECTIVENESS OF THE SITE OR ANY THIRD PARTY LINKED WEBSITE OR THE MERCHANTABILITY OR PROFITABILITY OF ANY PRODUCTS OR SERVICES OFFERD BY THE COMPANY OR ANY THIRD PARTY.
Company hereby disclaims all warranties with regard to the Services, the Directory, or any information, software, products, services and content, including, without limitation, all implied warranties, conditions of merchantability, fitness for a particular purpose, title, and noninfringement. Company and its subsidiaries, affiliates, officers, employees, agents, partners and licensors make no warranty that (a) the Services will meet your requirements; (b) the Services will be uninterrupted, timely, secure or error-free; (c) the results that may be obtained from the use of the Services will be accurate or reliable; (d) the quality of any products, services, information or other material purchased or obtained by you through the Services will meet your expectations; and (e) any errors in the Site will be corrected.
This Site is controlled by Company from its offices within the United States of America. Company makes no representation that the Content in the Site or the Site is appropriate or available for use in other locations, and access to them from territories where their content or use is illegal is prohibited. Those who choose to access this Site from locations outside of the United States do so on their own initiative and are responsible for compliance with applicable local laws. You may not use or export the Content in violation of U.S. export laws and regulations. Any action related to the Site, the Content or the Terms shall be governed by Utah law and controlling U.S. federal law, without regard to any conflicts of law provisions thereof. You hereby consent and submit to the exclusive jurisdiction and venue in the state and federal courts located in Salt Lake County, Utah for any legal proceedings related to the Site, the Services, or the Terms. If any party hereto brings any suit or action against another for relief, declaratory or otherwise, arising out of these Terms, the prevailing party will have and recover against the other party, in addition to all court costs and disbursements, such sum as the court may adjudge to be reasonable attorneys' fees.
If you have any questions regarding these Terms, please contact us by email at email@example.com.