| Terms
and Conditions of Use for File4ward.com and Related Software and
services.
PART
I: TERMS APPLICABLE TO ALL OF File4ward.com and Outlynk.com
These
Frozen Dirt Media File4ward.com Terms of Service comprise a legal
agreement between You and FroZen Dirt Media Corporation , as further
described in the next sentence, and govern Your use of File4ward.com
and/or related sites. If You are registered as a File4ward.com subscriber
from any country other than a country in Europe, Africa (other than
Mayotte) or the Middle East, then this agreement is between You
and Frozen Dirt Media Corporation. If You are registered as a File4ward.com
subscriber from Europe, Africa (other than Mayotte) or the Middle
East then this Agreement is between You and Frozen Dirt Media Or
it’s Parent Company FroZen Dirt Media Corporation Operations Limited.
Unless the context otherwise clearly requires, when the term "Frozen
Dirt Media " is used in this Agreement, it means the entity
(Frozen Dirt Media Corporation) with whom You have contracted.
BY
SUBSCRIBING TO A File4ward.com SERVICE, YOU AGREE TO BE BOUND BY
THE TERMS OF THESE TERMS OF SERVICE AND THE ADDITIONAL TERMS, AS
MODIFIED FROM TIME TO TIME. If you do not agree to these Terms of
Service and the Additional Terms do not subscribe to or use the
File4ward.com services.
File4ward.com
is made up of Web sites and Web pages operated by Frozen Dirt Media
Corporation and its affiliates and of various products and services
which are provided by Frozen Dirt Media Corporation, its affiliates
or third party service providers. These Web sites, Web pages, products
and services will be collectively referred to in this Agreement
as "File4ward.com" or the "File4ward.com Network."
"You" means You, Your company, Your employees, and anyone
who has access to use Your File4ward.com; account. You must be at
least eighteen (18) years of age to subscribe to and use any File4ward.com
service or product.
The
general provisions in Part I of these Terms of Service apply to
the File4ward.com Network and to all of the products and services
provided through the File4ward.com network. The provisions in Part
II of these Terms of Service are additional provisions that apply
to the particular File4ward.com product(s) or service(s) described
in each section of Part II. Each applicable File4ward.com Web site,
product or service may have other posted guidelines or rules (the
"Additional Terms"). All such Additional Terms are incorporated
by reference into these Terms of Service.
The
File4ward.com Network is offered to You on the condition that You
accept these Terms of Service and the Additional Terms without modification.
You agree to familiarize Yourself with, and to regularly review,
the Terms of Service, the Additional Terms, and other terms and
guidelines found throughout the File4ward.com Network and abide
by them if You choose to use the sites, or accept the products,
services or benefits, to which such terms apply. Frozen Dirt Media
reserves the right to change any of the Terms of Service and any
Additional Terms at anytime without notice. If Frozen Dirt Media
makes a material change to the Terms of Service, Frozen Dirt Media
will give You notice by email at the email address which You use
as Your user ID for Your File4ward.com account thirty days before
such change is scheduled to take effect. If You continue to use
the File4ward.com Network after any such changes, Your continued
use will constitute Your consent to such changes.
Any
rights not expressly granted herein are reserved by Frozen Dirt
Media . In addition Your registration information and other information
about You is subject to our Privacy Statement located at http://penokio.com/file4ward/privacy.htm
If
You do not have print capability or otherwise desire to obtain a
hard copy of these Terms of Service, please visit the File4ward.com
customer service Web site and send an email requesting a hard copy.
You may also click on the link to "Terms of Service" or
"Terms of Use" at the bottom of each page of the File4ward.com
Network for copy of these Terms of Service, which may be printed
and saved through the printing and saving capability of your browser
and printer.
YOUR
WARRANTIES
By subscribing to any service offered on the File4ward.com site,
You make the following representations and warranties. Frozen Dirt
Media shall have the right to terminate your File4ward.com account,
without notice at any time, if any representation warranty made
by You proves to be untrue in any respect.
You
represent and warrant that:
- You
and all users of the File4ward.com Network approved by you are
at least eighteen (18) years of age;
- You
have the legal capacity and authority to; (a) enter into binding
contracts for the sale and purchase of goods and services, (b)
be bound by these Terms of Service and the Additional Terms, (c)
to subscribe to and use the File4ward.com service, including,
where applicable, the buying, selling and listing of items, in
accordance with these Terms of Service and any Additional Terms
and (d) if you are acting in a corporate capacity, to bind Your
company;
- You
will not use the File4ward.com Network for any purpose that is
unlawful, or prohibited by these Terms of Service or the Additional
Terms (as may be modified from time to time);
- All
information supplied by You or by others using Your account is
true and accurate, including information submitted as part of
the registration, subscription and billing process;
- Any
products or services advertised, sold or otherwise distributed
by You on or in connection with Your Web Site are legal for sale
or distribution; that you have all licenses necessary to sell
or advertise the goods or services offered for sale or distribution
and that all sales and advertisements will be in compliance with
applicable law; and
- You
have and control all of the intellectual property, proprietary
and similar rights necessary for all material located on Your
Web Site, all submissions, and all products and services sold
or otherwise distributed by You or on Your behalf via Your Web
Site. By using the File4ward.com Network, You agree that You will
defend and indemnify Frozen Dirt Media and its suppliers from
any third party claim related to a breach of any of the foregoing
warranties.
By
using the File4ward.com Network, You agree that You will defend
and indemnify Frozen Dirt Media and its suppliers from any third
party claim related to a breach of any of the foregoing warranties.
LIMITATIONS
ON YOUR USE OF THE File4ward.com NETWORK
The File4ward.com Network is provided to assist You with the operation
of Your business. Your right to use the File4ward.com Network is
limited to You, and Your company and its employees. You are solely
responsible for Your content and Your Web site and your File4ward.com
account. Frozen Dirt Media reserves the right, but is not obligated,
to monitor or to review materials posted on Your Web site and to
monitor your compliance with these Terms of Service and the Additional
Terms. Frozen Dirt Media reserves the right in its sole discretion
to edit, refuse to post or remove any information or materials which
violate these Terms of Service or the Additional Terms in whole
or in part, without notice at any time.
You
may not modify, copy, distribute, transmit, display, perform, reproduce,
publish, license, create derivative works from, transfer, or sell
any information, software, products, services or benefits obtained
from the File4ward.com Network, except as expressly provided herein.
You
may not use a name in connection with operating Your File4ward.com
Web site that is confusing or misleading, or otherwise impersonate
or deceive anyone with respect to Your identity.
You
may not restrict or inhibit any other user from using and enjoying
such user's rights in File4ward.com.
You
may not interfere with or disrupt the File4ward.com Network or servers
or any network connected to File4ward.com.
You
may not use the File4ward.com Network or the products or services
provided through or in connection with the File4ward.com Network
to:
1. rent, lease, license, grant
a security interest in, or otherwise transfer or sublicense Your
rights hereunder to any third party;
2. defame, libel, slander, impersonate,
abuse, harass, threaten, invade the privacy of or otherwise violate
or infringe the legal rights (including the rights of privacy and
publicity) of any other person;
3. conduct, promote or forward
illegal contests, pyramid schemes, chain letters, unsolicited or
unauthorized advertising, promotional materials, unsolicited e-mail
( including "spamming") or multi-level or illegal marketing
campaigns;
4. harm minors in any way;
5. publish, post, distribute,
disseminate, advertise or link to any: (i) content, site, topic,
name, material or information which is illegal, inappropriate, profane,
defamatory, libelous, slanderous, infringing, obscene, indecent,
or which contains nudity or adult content; (ii) software, content
or other material protected by intellectual property laws, copyright
licenses, rights of privacy or publicity, or other proprietary rights,
unless You own, or control such rights or have received all necessary
consents for Your publication, distribution, or linking of such
software and other materials; (iii) software, content or other material
that contains viruses, worms, corrupted files, cracks or that may
or are intended to damage the operation of or render inoperable
another's computer, hardware, software, security measures or system
or other programs written to defeat the security measures of any
computer, system or programs; (iv) software, content, other material
or Web site that constitutes "hate speech", whether directed
at an individual or a group, and whether based upon the race, sex,
creed, national origin, religious affiliation, sexual orientation
or language of such individual or group;
6. sell, offer to sell, distribute,
promote, facilitate, disseminate or link to any sites for marketing,
sales, promotion, facilitation or distribution of: firearms; explosives;
ammunition; liquor; tobacco products; illegal gambling (including
gambling in connection with sporting events); food that is not packaged
or does not comply with all applicable laws for sale to consumers
by commercial merchants; illicit drugs, pharmaceuticals and controlled
substances; counterfeit, pirated or stolen goods; any goods or services
that infringe or otherwise violate a third party's rights including
copyright, patent, trademark, or rights of publicity or privacy;
goods that are considered indecent, obscene or pornographic; Nazi
memorabilia; registered or unregistered securities; goods or services
that You cannot legally sell; goods which are misrepresented or
which do not in fact exist; fraudulent goods; goods, services or
activities that if sold via any File4ward.com services or Your Web
site would cause Frozen Dirt Media to violate any law, statute or
regulation; or any other illegal activity;
7. harvest or otherwise collect
information about third parties, including e-mail addresses, without
the express consent of such third parties;
8. violate any applicable government
laws or regulations.
You
may not reproduce or redistribute any Software, as that term is
defined in the Section entitled "Software Available on the
File4ward.com Network." You may not copy or reproduce the Software
to any other server or location for further reproduction or redistribution.
You may not decompile, disassemble, reverse engineer or otherwise
attempt to discover any trade secret contained in the File4ward.com
Network, or in any product, service or Software provided through
the File4ward.com Network.
The
information provided by Frozen Dirt Media to You may be proprietary
in nature. You agree not to share any information provided to You
by or on behalf of Frozen Dirt Media with any third party.
TERMS
RELATED TO FEES AND BILLING
Some products and services available through or in connection with
File4ward.com require that You purchase a subscription or otherwise
pay a fee. You are solely responsible for all charges, fees, duties,
taxes, and assessments arising out of any use of Your File4ward.com
account by you or anyone else using your account. Frozen Dirt Media
reserves the right to modify the fees charged for File4ward.com
products and services from time to time, provided that such new
fees shall not take effect earlier than thirty (30) days after Frozen
Dirt Media notifies You via email or otherwise of such modified
fees.
CHARGES
ON YOUR BILLING ACCOUNT
Frozen
Dirt Media bills you through an online account (your "Billing
Account") for services and items obtained through the File4ward.com
Network (the "Products"). You agree to pay Frozen Dirt
Media all charges at the prices then in effect for any Products
ordered by you or other persons (including your agents) using your
Billing Account, and you authorize Frozen Dirt Media to charge your
chosen payment method (your "Payment Method") for such
Products. You agree to make payment using that selected Payment
Method. Charges on your Billing Account will be summarized for you
online (your "Online Statement"). You will have one Online
Statement per Billing Account. Frozen Dirt Media reserves the right
to correct any errors or mistakes that it makes even if it has already
requested or received payment.
YOU
MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR
BILLING ACCOUNT IN ORDER TO RECEIVE THE PRODUCTS ORDERED. YOU MUST
PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT,
COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT
CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY
NOTIFY Frozen Dirt Media IF YOUR PAYMENT METHOD IS CANCELED (E.G.,
FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH
OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR
USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT
https://file4ward.com. IF YOU FAIL TO PROVIDE
Frozen Dirt Media ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT
Frozen Dirt Media MAY CONTINUE CHARGING YOU FOR ANY PRODUCT PROVIDED
UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR SUBSCRIPTION
FOR SUCH PRODUCT (CONFIRMED IN WRITING UPON REQUEST).
Currency
exchange settlements will be based on your Payment Method and may
be determined by agreements between you and the financial institution,
credit card issuer or other provider of your chosen Payment Method
(the "Payment Method Provider"). If Frozen Dirt Media
does not receive payment from your Payment Method Provider, you
agree to pay all amounts due on your Billing Account upon demand.
Prices
for all Products exclude all applicable taxes and telecommunication
charges, unless expressly stated otherwise. To the extent permissible
by law, you agree to be responsible for any applicable taxes and
telecommunication charges, whether or not such amounts are itemized
on your Online Statement or charged to your Billing Account or Payment
Method.
If
the amount to be charged to your Billing Account varies from the
amount you preauthorized, you have the right to receive, and Frozen
Dirt Media shall so provide, notice of the amount to be charged
and the date of the charge at least 10 days before the scheduled
date of the transaction. Any agreement you have with the Payment
Method Provider will govern your use of your Payment Method. You
agree that Frozen Dirt Media may accumulate charges incurred and
submit them as one or more aggregate charges during or at the end
of each billing cycle.
Frozen
Dirt Media MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER
AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (CONFIRMED
IN WRITING UPON REQUEST) THAT YOU HAVE TERMINATED THIS AUTHORIZATION
OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT
CHARGES SUBMITTED BEFORE Frozen Dirt Media REASONABLY COULD ACT.
TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO
TO https://billing.Frozen Dirt Media
Your
non-termination or continued use of the Products on your Billing
Account reaffirms that Frozen Dirt Media is authorized to charge
your Payment Method. Frozen Dirt Media may submit those charges
for payment and you will be responsible for such charges. Those
submissions will not waive Frozen Dirt Media 's right to seek payment
directly from you. Your charges may be payable in advance, in arrears,
per usage, or as otherwise described when you initially ordered
the applicable Product.
ONLINE
STATEMENT
Your
Online Statement will be available monthly after you log-in at https://file4ward.com. Subject to applicable
law, you agree that the Online Statement is the only statement of
your Billing Account that Frozen Dirt Media needs to provide to
you. YOU ALSO AGREE THAT IT IS YOUR RESPONSIBILITY TO PRINT OR STORE
A COPY OF YOUR ONLINE STATEMENT AND TO RETAIN THIS COPY FOR YOUR
RECORDS. While you may request a paper copy of your Online Statement,
you will be charged a retrieval fee. To request a paper copy of
your Online Statement, go to https://file4ward.com. Paper copies of your Online
Statement will only be provided for 120 days from the date of the
Online Statement.
Frozen
Dirt Media will use commercially reasonable efforts to correct any
technical failures relating to an Online Statement within a reasonable
time; however, your inability to view an Online Statement does not
extend, or relieve you of, your obligation to pay any amounts owing
to Frozen Dirt Media . Unless you notify Frozen Dirt Media of any
error within 120 days after it first appears in any Online Statement,
such statement will be deemed accepted by you for all purposes,
including resolution of inquiries made by your Payment Method Provider.
TO THE EXTENT ALLOWED BY LAW, YOU RELEASE Frozen Dirt Media FROM
ANY AND ALL LIABILITY AND CLAIMS OF LOSS RESULTING FROM ANY ERROR
THAT IS NOT REPORTED TO Frozen Dirt Media WITHIN 120 DAYS AFTER
THE ERROR FIRST APPEARS ON YOUR ONLINE STATEMENT.
DUE
DATE; LATE CHARGE; COLLECTION COSTS
The
amount due to Frozen Dirt Media for your Billing Account must be
paid in full by your Payment Method Provider on the date such payment
is requested by Frozen Dirt Media , not later than 30 days after
the billing date; you are not entitled to carry forward a balance.
You agree to pay late charges that may be assessed by Frozen Dirt
Media on amounts due but not timely paid. The late charge will be
1% per month (or 12% per annum) on the total amount due but not
paid; but if such rate is in excess of any allowable rate under
applicable laws, then you will instead be charged the maximum rate
that is permitted by law. Frozen Dirt Media reserves the right to
refer your Billing Account to a third party for collection in the
event of default. You agree to pay all costs incurred in the enforcement
of these Terms of Use and in collection of any delinquent amounts
due, including reasonable attorneys' fees and costs.
DEFAULT
If
Frozen Dirt Media does not receive payment for any charge to your
Billing Account, you will be in default and Frozen Dirt Media may
suspend or cancel your Billing Account and your access to any or
all Frozen Dirt Media Products. If your Payment Method Provider
seeks return of payments previously made to Frozen Dirt Media ,
but Frozen Dirt Media in good faith believes that you are liable
for the charge and applicable law allows the Payment Method Provider
to seek payment from you, you will also be in default and Frozen
Dirt Media may cancel your Billing Account and your access to any
or all Products. CANCELLATION OR SUSPENSION FOR DEFAULT MAY BE MADE
WITHOUT PRIOR NOTICE TO YOU AND UPON SUCH CANCELLATION OR SUSPENSION,
Frozen Dirt Media MAY STOP DELIVERY OF ANY PRODUCT, AND ANY INFORMATION
YOU HAVE STORED ON A Frozen Dirt Media SERVICE MAY NOT BE RETRIEVED
AT A LATER DATE.
TERMINATION,
CANCELLATION OR SUSPENSION; REFUNDS
Frozen
Dirt Media may, in its discretion, terminate, cancel, or suspend
an accepted order if Frozen Dirt Media is notified that your Payment
Method has expired or has been cancelled, or if Frozen Dirt Media
has reason to believe that any Billing Account information provided
to Frozen Dirt Media is untrue, inaccurate, not current or incomplete.
Termination, cancellation or suspension, whether by you or Frozen
Dirt Media , will not alter your obligation to pay all charges made
to your Billing Account before such termination, cancellation or
suspension (including charges made after termination by you but
before Frozen Dirt Media could reasonably act on your termination
notice ). Subject to any withdrawal right you may have under applicable
law, You will not be entitled to any refunds upon termination, cancellation
or suspension unless these Terms of Service or the cancellation
policy on the cancellation policy page of the File4ward.com website
expressly so provides.
If
You notify Frozen Dirt Media by phone at the number found on thecontact page of the File4ward.com website
or in writing that You are canceling one or more File4ward.com services
or products, your subscription will be cancelled according to our
cancellation policy. Frozen Dirt Media
is not required to refund directly to You any amounts paid hereunder.
In
the event that Frozen Dirt Media terminates Your File4ward.com account
or one or more of Your File4ward.com services for violation of these
Terms of Service or the Additional Terms, You will not be entitled
to the return of any fees paid with respect to any such terminated
account service. Except as otherwise required by law, the costs
of any returns if permitted will be at your expense.
GENERAL
You
represent and warrant that you are an individual (or in the case
of an entity, an agent of the entity) authorized to use the designated
Payment Method. You agree to pay for all charges (including charges
by other persons) and to comply with your responsibilities and obligations
as stated in these Terms of Service. If you are an agent of an entity
user, you represent and warrant that you are duly authorized to
legally bind the entity to all terms and conditions of these Terms
of Service and that you have made the entity aware of them. You
agree not to assign, transfer or sublicense any rights in your Billing
Account.
CANCELLATION
POLICY
You
acknowledge that if You cancel any subscriptions to a File4ward.com
service that You may not be entitled to a refund of all or part
of amounts already paid by You for such File4ward.com subscription.
You agree that (a) File4ward.com's cancellation
policy will be posted on the File4ward.com Web site and may
be changed from time to time by File4ward.com in its sole discretion
and (b) the cancellation policy posted at the
time you cancel your subscription shall govern the amount of the
refund (if any) due to you.
CHANGES
TO SERVICES, TERMINATION BY File4ward.com
Frozen Dirt Media may change any of the File4ward.com services at
any time and from time to time without notice, including terminating
the offering of any File4ward.com service altogether.
Frozen
Dirt Media may terminate Your account, Your access to File4ward.com
or any of Your File4ward.com services (in whole or in part) at any
time, with or without cause, and with or without notice. You may
be barred from accessing any of Your File4ward.com services or from
using the File4ward.com Network or from receiving any products,
services or benefits from File4ward.com, if Frozen Dirt Media determines
You have violated these Terms of Service or any Additional Terms,
if You have failed to remit any applicable subscription fees when
due, if any representation or warranty made by You is untrue in
any respect or if Frozen Dirt Media receives a court order or other
legal action relating to Your account. In addition, if You violate
any of these Terms of Service, or any applicable Additional Terms
You will forfeit all in-kind credits and any other amounts accruing
to You (if any) in connection with the File4ward.com Network and
there will be no refund of any fees prepaid by You. If You subscribe
to a File4ward.com service which is made up of two or more individual
services and You violate the Terms of Service applicable to one
of such individual services, (1) your use of the particular individual
service will be terminated, but the remaining services will remain
active and (2) there will be no refund (in whole or in part) of
Your annual fee for the File4ward.com service terminated. You will
be responsible for all fees incurred during Your subscription and
payment of such fees shall be due immediately upon termination of
Your subscription.
LINKS
TO THIRD PARTY SITES
Links within the File4ward.com Network may let You leave the File4ward.com
Network. You acknowledge that the linked sites are not under the
control of Frozen Dirt Media and that Frozen Dirt Media is not responsible
for the contents or operation of such linked sites or any link contained
in such linked site, any changes or updates to such sites, or Web
casting or any other form of transmission received from any linked
site. Frozen Dirt Media is providing these links to You only as
a convenience, and the inclusion of any link does not imply endorsement
by Frozen Dirt Media of the linked site or any association with
their operators.
LICENSE
YOU GRANT TO File4ward.com
Frozen Dirt Media does not claim ownership of the materials You
provide to Frozen Dirt Media (including feedback and suggestions)
or that You post, upload, input or submit in connection with Your
use of File4ward.com or any Web site ("Your Web Site")
created by You or on Your behalf in connection with the use of File4ward.com
(collectively "Submissions"). However, You grant Frozen
Dirt Media a royalty-free license to use (including, without limitation,
the rights to: copy, distribute, transmit, publicly display, publicly
perform, reproduce, edit, translate, sublicense and reformat Your
Submission, and to publish Your name in connection with Your Submission)
Your Submission only in connection with the operation and promotion
of File4ward.com. You also grant Frozen Dirt Media the right to
publish Your name in connection with any such use. No compensation
will be paid or due You with respect to Frozen Dirt Media 's or
its sublicensee's use of the materials as licensed above. Frozen
Dirt Media is under no obligation to post or use any materials You
may provide, and may remove such materials at any time in Frozen
Dirt Media 's sole discretion. By posting messages, uploading files
(including graphics), inputting data, submitting any feedback or
suggestions, or engaging in any other form of communication with
or through the File4ward.com Network, You represent and warrant
that You own or otherwise control the rights necessary to do so
and to grant Frozen Dirt Media the license set forth above, and
You will defend and indemnify Frozen Dirt Media and its suppliers
from any third party claim related to a breach of any of the foregoing
representations or warranties.
You
grant Frozen Dirt Media permission to use screen shots of any Web
page that contains a link to File4ward.com or File4ward.com HTML
code (with respect to the File4ward.com Banner Network) in File4ward.com
promotional materials, and represent and warrant that You have sufficient
authority to grant the foregoing rights.
SOFTWARE
AVAILABLE ON THE File4ward.com NETWORK
Software (if any) that is made available to download from or otherwise
use through the File4ward.com Network, excluding software that may
be made available by third parties via File4ward.com, ("Software")
is the copyrighted work of Frozen Dirt Media and/or its suppliers.
Your use of the Software is governed by these Terms of Service,
and the applicable Additional Terms, and the terms of the end user
license agreement, if any, which accompanies or is included with
the Software ("License Agreement"). To the extent that
the License Agreement conflicts with the Terms of Service or Additional
Terms, the terms of the License Agreement shall govern Your use
of the Software. You may not install or use any Software that is
accompanied by or includes a License Agreement unless You first
agree to the License Agreement. For any Software not accompanied
by a license agreement, Frozen Dirt Media Corporation hereby grants
to You, the user, a personal, non-exclusive, non-transferable license
to use the Software for viewing and otherwise using the particular
File4ward.com Web Site or File4ward.com service in accordance with
the License Agreement, the Terms of Service and Additional Terms
and for no other purpose. In addition, You shall keep intact all
and may not alter any copyright and other proprietary notices contained
in such Software. All Software is owned by Frozen Dirt Media and/or
its suppliers, and is protected to the maximum extent permitted
by copyright laws and international treaty provisions. Any reproduction
or redistribution of the Software is expressly prohibited, and may
result in severe civil and criminal penalties. Persons violating
the foregoing, or who otherwise misappropriate any intellectual
property or proprietary rights related to the Software may be prosecuted
to the maximum extent possible. WITHOUT LIMITING THE FOREGOING,
COPYING OR REPRODUCING THE SOFTWARE TO ANY OTHER SERVER OR LOCATION
FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED.
YOU MAY NOT DECOMPILE, DISASSEMBLE, REVERSE ENGINEER OR OTHERWISE
ATTEMPT TO DISCOVER ANY TRADE SECRET CONTAINED IN ANY SOFTWARE PROVIDED
HEREUNDER. You acknowledge that the Software, and any accompanying
documentation and/or technical information, is subject to applicable
export control laws and regulations of the USA. You agree not to
export or re-export the Software, directly or indirectly, to any
countries that are subject to USA export restrictions. All Software
provided to the U.S. Government pursuant to solicitations issued
on or after December 1, 1995 is provided with the commercial license
rights and restrictions described elsewhere herein. All Software
provided to the U.S. Government pursuant to solicitations issued
prior to December 1, 1995 is provided with "Restricted Rights"
as provided for in FAR, 48 CFR 52.227-14 (JUNE 1987) or DFAR, 48
CFR 252.227-7013 (OCT 1988), as applicable. You are responsible
for ensuring the Software is marked with the "Restricted Rights
Notice" or "Restricted Rights Legend," as required.
All rights not expressly granted are reserved.
LIMITATIONS
OF LIABILITY AND DISCLAIMERS
The information, software, products, services and other material
included in or available through the File4ward.com Network may not
be complete, and may include inaccuracies or errors, and may also
be modified, discontinued or deleted from time to time without notice.
Advice, information, products, services or other materials received
via the File4ward.com Network should not be relied upon for personal,
medical, legal, business, financial or other decisions and is not
intended to replace the advice of appropriate and qualified professionals.
You acknowledge that You should consult an appropriate professional
for specific advice tailored to Your situation.
Your
access to and use of the File4ward.com Network, and products and
services of File4ward.com, is at Your own risk. Frozen Dirt Media
makes no guarantees of any kind regarding the dependability, accuracy,
security, timeliness or availability of the File4ward.com Network,
or such products or services. Without limiting the foregoing, NEITHER
Frozen Dirt Media NOR ITS RESPECTIVE SUPPLIERS MAKE ANY REPRESENTATIONS
OR WARRANTIES ABOUT THE CONDITION, SUITABILITY, RELIABILITY, AVAILABILITY,
COMPLETENESS, SECURITY, TIMELINESS, OR ACCURACY OF THE INFORMATION,
SOFTWARE, PRODUCTS, SERVICES AND MATERIALS CONTAINED IN File4ward.com
FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES
AND MATERIALS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF
ANY KIND. Frozen Dirt Media AND ITS RESPECTIVE SUPPLIERS HEREBY
DISCLAIM ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EXPRESS
OR IMPLIED, WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS,
SERVICES OR MATERIALS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND
NON-INFRINGEMENT.
IN
NO EVENT SHALL Frozen Dirt Media OR ITS SUPPLIERS BE LIABLE FOR
ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL
OR EXEMPLARY DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT
LIMITATION:
- DAMAGES
FOR LOSS OF USE, DATA, ACCOUNTS, REVENUES OR PROFITS, ARISING
OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF
File4ward.com OR RELATED SERVICES, OR
- WITH
THE DELAY OR INABILITY TO USE File4ward.com OR RELATED SERVICES;
- THE
PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION,
SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH
File4ward.com; OR
- OTHERWISE
ARISING OUT OF THE USE OF File4ward.com, WHETHER BASED ON CONTRACT,
TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF Frozen
Dirt Media OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY
OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL
DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE
DISSATISFIED WITH ANY PORTION OF File4ward.com, OR WITH ANY OF
THESE TERMS OF SERVICE OR THE ADDITIONAL TERMS, YOUR SOLE AND
EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE File4ward.com NETWORK
AND ITS RELATED SERVICES AND PRODUCTS.
Without
limiting the foregoing, Frozen Dirt Media is not responsible for
any of Your data residing on Frozen Dirt Media and File4ward.com
Network hardware or systems, including such hardware or systems
provided to Frozen Dirt Media by third parties. You are responsible
for maintaining and backing-up Your data and information that may
reside on the Frozen Dirt Media or File4ward.com hardware or systems,
including such hardware or systems provided to Frozen Dirt Media
by third parties, whether or not such information is produced through
the use of File4ward.com, including any information regarding the
operation or use of Your Web site, catalogs, lists, order records,
and other information You are providing or using in connection with
Your use of the File4ward.com Network. It is Your responsibility
to take the necessary steps to ensure Your primary means of business
is maintained. Frozen Dirt Media will not be liable for any damage,
loss or disclosure of data, accounts, revenue or business arising
out of or otherwise related to: (a) Your use of the File4ward.com
Network, its services or products; (b) Your customers' use of Your
Web site hosted by or created through File4ward.com and Your products
and services; (c) use of the File4ward.com Network by any other
party to whom You have given access to Your company information
for use of the File4ward.com Network; (d) errors, bugs or other
defects in the File4ward.com Network; (e) lost company, customer
or vendor information (e.g., billing information, credit card numbers,
lost orders, etc.); (f) illegal or criminal activities, including
but not limited to reliance on any information obtained on the File4ward.com
Web Hosting service; or (g) or that result from mistakes, omissions,
interruptions, deletion of files or e-mail, loss of or damage to
data, errors, defects, viruses, delays in operation, or transmission,
or any failure of performance, whether or not limited to acts of
God, communications failure, theft, destruction or unauthorized
access to Frozen Dirt Media 's records, programs or services. You
are solely responsible for maintaining and backing-up any information
regarding the operation or use of Your Web site, catalogs, lists,
order records, and other information You are providing or using
in connection with Your use of the File4ward.com Network.
Frozen
Dirt Media is not liable for Your actions with Your customers or
vendors, or the use of their information, or for any other actions
arising from Your use, or the use of other parties to whom You have
given access to Your File4ward.com information, through the use
of the File4ward.com Network.
Frozen
Dirt Media is not involved in any transaction between You and Your
buyer or seller or other third parties with whom you may have transactions
through Your Web site or between You and any user of any products
or services offered or provided by You or by a third party through
the File4ward.com Network. Frozen Dirt Media is not responsible
for screening, censoring or otherwise controlling Your Web Site,
or any listings or transactions offered or conducted via Your Web
Site. You are deemed to have a direct commercial relationship with
each third party that purchases goods or services from or undertakes
any other transaction with You via Your Web site or through File4ward.com.
Frozen Dirt Media is not acting as Your or any third party's agent
in connection with the operation of File4ward.com. You are solely
responsible for: (a) processing customer orders or other transactions;
(b) verifying the validity of incoming customer orders before finalizing
the order; (c) informing customers of the status of such orders
or transactions; (d) providing all customer support related to such
orders or transactions (e.g., lost orders, billing disputes, payments,
etc.); and, (e) determining, collecting and remitting to the appropriate
authority all taxes (if any) arising from or related to such orders
or transactions. Further, because Frozen Dirt Media is not involved
in any orders or other transactions between You and other users
of File4ward.com or other marketplace forums, Frozen Dirt Media
cannot and will not be involved in resolving any disputes relating
to any completed or uncompleted transactions or the purchase or
sale of listed goods or otherwise.
Unless
otherwise expressly stated in these Terms of Service, Your payments
for orders or transactions conducted via Your Web Site or on any
File4ward.com service will be paid to You directly from Your designated
acquiring bank, customers or other appropriate source ("payor").
Frozen Dirt Media is not responsible for such payment, and will
have no liability for any lost, disputed or fraudulent payment or
tenders of payment, or other disputes arising between You and customers
or payors. Frozen Dirt Media makes no guarantee about the reliability
or accuracy of these products or services, or the results obtained
from using File4ward.com.
INDEMNITY
You agree to defend, indemnify and hold Frozen Dirt Media and its
suppliers harmless from and against any and all claims, losses,
liability costs and expenses (including but not limited to attorneys'
fees) arising from Your violation of these Terms of Service (including,
without limitation, violation of applicable Additional Terms), or
any third-party's rights, (including, without limitation, infringement
of any copyright, violation of any proprietary right and invasion
of any privacy rights). These obligations will survive any termination
of Your relationship with Frozen Dirt Media or Your use of File4ward.com.
ACCESS
RESTRICTION; ACCOUNT SECURITY AND PASSWORDS
Frozen Dirt Media reserves the right to deny in its sole discretion
any user access to File4ward.com or any portion thereof without
notice.
You
are responsible for safeguarding the confidentiality of Your account
information (including password(s) and user name(s) issued to You)
and for any use or misuse of Your account or the File4ward.com Network
resulting from any third party using a password or user name issued
to You. You agree to notify Frozen Dirt Media immediately of any
known or suspected unauthorized access to or use of Your account,
Your password, the password of any individual user to whom You have
issued a login ID or any other breach of security or misuse of the
File4ward.com Network known to or suspected by You. You may change
Your password at any time by following instructions on the File4ward.com
Web site.
You
hereby authorize Frozen Dirt Media to rely on any data, notice,
instruction or request furnished by You to Frozen Dirt Media , or
that Frozen Dirt Media reasonably believes to have been furnished
by You. You are solely responsible for maintaining the confidentiality
of Your account information and monitoring usage of Your account.
Frozen Dirt Media is not responsible for fraud of participants or
of other users of your account.
YOUR
CUSTOMER DATA
File4ward.com will only use your customer data in accordance with
the privacy policy available at http://penokio.com/file4ward/privacy.htm
GENERAL
If You have made this Agreement with Frozen Dirt Media Corporation,
these Terms of Service and the Additional Terms are governed by
the laws of the Province of British Columbiua, Canada. If You have
made this agreement with Frozen Dirt Media Or it’s Parent Company
FroZen Dirt Media Corporation Operations Limited, (i) claims for
enforcement, breach or violation of duties or rights under these
Terms of Service shall be adjudicated under the laws of it’s Parent
Company FroZen Dirt Media Corporation and (ii) all other claims,
including without limitation claims under or for violation of state
consumer protection laws, unfair competition laws, and in tort,
shall be adjudicated under the law of your state of residence. Regardless
of whether You have contracted with Frozen Dirt Media Corporation
or Frozen Dirt Media Or it’s Parent Company FroZen Dirt Media Corporation
Operations Limited, You hereby irrevocably consent to the exclusive
jurisdiction and venue of courts in Vancouver, British Columbia,
Canada in all disputes arising out of or relating to the use of
the File4ward.com Services or the File4ward.com Network. You agree
not to represent yourself to be a representative, agent, or employee
of Frozen Dirt Media and that Frozen Dirt Media will not be liable
by reason of any representation, act or omission to act by you.
You
agree that no joint venture, partnership, employment, or agency
relationship exists between You and Frozen Dirt Media as a result
of these Terms or Service or use of File4ward.com.
Frozen
Dirt Media 's performance of this agreement is subject to existing
laws and legal process, and nothing contained in these Terms of
Service are in derogation of Frozen Dirt Media 's right to comply
with governmental, court and law enforcement requests or requirements
relating to Your use of the File4ward.com Network or information
provided to or gathered by Frozen Dirt Media with respect to such
use.
If
any part of these Terms of Service or the Additional Terms is determined
to be invalid or unenforceable pursuant to applicable law including,
but not limited to, the warranty disclaimers and liability limitations
set forth above, then the invalid or unenforceable provision will
be deemed superseded by a valid, enforceable provision that most
closely matches the intent of the original provision and the remainder
of these Terms of Service and the Additional Terms shall continue
in effect.
Unless
otherwise specified herein, these Terms of Service, the Additional
Terms and the Privacy Statement constitute the entire agreement
between the user and Frozen Dirt Media with respect to the File4ward.com
Network and they supersede all prior or contemporaneous communications
and proposals, whether electronic, oral or written, between the
user and Frozen Dirt Media with respect to the File4ward.com Network.
A
printed version of these Terms of Service and of any notice given
in electronic form shall be admissible in judicial or administrative
proceedings based upon or relating to these Terms of Service to
the same extent and subject to the same conditions as other business
documents and records originally generated and maintained in printed
form. Frozen Dirt Media may: (1) generate print copies of its electronic
records and introduce them in evidence as original documents; and
(2) prove Your agreement or consent in any manner, including without
limitation, by showing that a procedure existed by which You must
have provided consent or engaged in conduct to obtain the applicable
services or Products.
The
example companies, organizations, products, people and events depicted
within File4ward.com are fictitious. No association with any real
company, organizations, product, person or event is intended or
should be inferred.
Frozen
Dirt Media is not obligated to monitor the content on File4ward.com.
Frozen Dirt Media reserves the right to disclose any information,
content, or materials as necessary to satisfy any applicable law,
regulation, legal process or government request or in accordance
with Frozen Dirt Media 's Privacy Statement located at http://www.Frozen
Dirt Media .com/info/privacy.htm. Frozen Dirt Media reserves the
right to edit, refuse to post or to remove any information, content,
or materials, in whole or in part, from the File4ward.com Web sites,
in Frozen Dirt Media 's sole discretion, without notice at any time.
Any
rights not expressly granted herein are reserved by Frozen Dirt
Media , including all legal and equitable remedies available to
Frozen Dirt Media or violation of any of these Terms of Service.
COPYRIGHT
AND TRADEMARK NOTICES
All contents of the File4ward.com Network are: Copyright (c) 2000
- 2005 Frozen Dirt Media , Inc. and/or its suppliers, c/o Frozen
Dirt Media Corporation,1010-4226 Commerce Circle, Victoria, BC.
Canada.. All rights reserved.
TRADEMARKS
File4ward.com is either a trademark or registered trademark of Frozen
Dirt Media Corporation. The names of actual companies and products
mentioned herein may be the trademarks of their respective owners.
Any
rights not expressly granted herein are reserved by Frozen Dirt
Media .
FOR
INFORMATION REGARDING THE File4ward.com PRIVACY STATEMENT read the
document located at http://penokio.com/file4ward/privacy.htm
SERVICE
CONTACT
If You need to contact Frozen Dirt Media regarding the File4ward.com
Network, please visit our contact listings page at http://www.penokio.com/contact.htm
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