1. Acceptance of Terms
These Terms and Conditions govern your use of the website located at www.homespotHQ.com (the “Site”). By accessing, browsing or using the Site and any pages of the Site you are indicating that you have read and acknowledge and agree to be bound by these Terms and Conditions, the HomeSpot Privacy Statement and any other guidelines, rules and additional terms referenced herein (collectively, “Terms and Conditions”). If you do not agree to every provision of these Terms and Conditions, please do not access, browse or use the Site.
These Terms and Conditions may be revised at any time and for any reason, without notice or obligation, by updating this posting. By accessing, browsing and/or using the Site following the posting of changes to these Terms and Conditions, you accept these changes. You agree to use the Site in a manner consistent with any and all applicable rules, laws and regulations. Any use of the Site in a manner inconsistent with these Terms and Conditions is deemed unauthorized access and may subject the user to civil or criminal penalties. We strongly recommend that you periodically visit this page of the Site to review these Terms and Conditions. These Terms and Conditions are effective as of June 1, 2009.
2. Site Content
The Site and all material on the Site contained therein (the “Content”), including, without limitation, all text, graphics, and other works on the Site, the Site’s design and coding, all computer programs used and licensed in connection with the Site, the look and feel of the Site, and all data and reports generated by the Site are owned by Implore Technologies, LLC (“Implore”) or a third party. These materials are protected under copyright, trademark and other laws. Except in connection with browsing the Site, ordering products through the Site or otherwise as expressly authorized by Implore or the owner of the Content in question, you may not copy, download, transmit, modify, distribute or republish any of the Content displayed on the Site, without the prior written consent of Implore. You may not sell, publicly display, create derivative works of, reverse engineer, assign, sub-license, transfer or otherwise exploit the Site or any Content therein. Implore grants you a personal, non-transferable, nonexclusive license to use the Site and the Content as expressly permitted hereunder provided that you comply with these Terms and Conditions and any other rules regarding such use.
Each registration is for a single user only. In consideration of your use of the Site and the services contained therein, you agree to provide accurate, current and complete information as requested on the Site registration form and to maintain and promptly update the information (including, in particular, your e-mail address) you provide from time to time as necessary to keep the information true, accurate, current and complete. By accepting these Terms and Conditions, you also represent and warrant that you are 18 years of age or older and that, if you have accepted these Terms and Conditions on behalf of any business (such as a corporation, partnership, limited liability company or other organization) or other entity, you represent and warrant that you have legal authority to do so.
4. Legal Requirements
Where Implore has a good faith belief that such action is necessary to comply with a judicial proceeding, court order, warrant, administrative order, civil investigative demand, subpoena, or other valid legal process, Implore may disclose IP addresses, personally identifiable information, and any contents of the Site where it is legally compelled to do so. Please see the Privacy Statement for information relating to the privacy and security of information collected hereunder.
5. Member Account, Password and Security
After you register on the Site, you will receive a password for your use of the Site and the services offered therein. You are responsible for keeping your password confidential. You will be responsible for all uses of your password and account. You will close the browser window for the Site at the end of each use, and you will immediately notify Implore of any unauthorized use of your password. Implore cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
6. Your Use of the Site
You are solely responsible for all messages, data, information and other materials (the “Messages”) that you upload, post, e-mail or otherwise transmit (“Transmit”) to the Site.
You further agree that you will not: (a) use the Site in any unlawful manner or Transmit any Message that is unlawful, harmful, threatening, abusive, hateful, obscene, harassing, tortious, defamatory, libelous, slanderous, pornographic, profane, vulgar, offensive, lewd, invasive of another’s privacy or racially, ethnically or otherwise objectionable; (b) use the Site to harm minors in any way; (c) transmit any Messages: (i) that you do not have the right to Transmit, under any law or contractual or fiduciary relationships, including, without limitation, any inside information or proprietary or confidential information; (ii) that infringe any patent, copyright, trademark or other intellectual property right or misappropriates any trade secret of any third party; (iii) that constitute unsolicited or unauthorized advertising or promotional materials, “spam,” “chain letters,” or pyramid schemes; or (iv) that contain any software routine, code, instruction or virus that is designed to disable, delete, modify, damage or erase software, hardware or data; (d) forge headers or otherwise manipulate identifiers in order to disguise any messages transmitted through the Site; (e) interfere with the Site or servers or networks connected to the Site; (f) interfere with the ability of others to use the Site; (g) reproduce, sell, resell, sub-license, distribute or exploit for any commercial purposes, any portion of the Site, the Content or any Messages contained therein; (h) conduct your business on the Site or any web sites, with respect to Implore, in a way that is unfair, unlawful, or constitutes a deceptive business practice; or (i) otherwise use the Site in connection with violation of any law or contract. You acknowledge and agree that Implore may disclose or use any Messages that you Transmit for the purposes of (A) enforcing these Terms and Conditions; (B) complying with any laws, regulations or rules of any federal, state or local government or agency; (C) responding to claims that any Messages violate the rights of third parties; or (D) protecting the rights or property of Implore, its customers and the public. With respect to Messages that you Transmit to public areas of the Site, you grant Implore a perpetual, worldwide, royalty-free, nonexclusive license to reproduce, display, publish, modify, distribute and create derivative works of such Messages.
7. Maintenance of the Site
You agree and acknowledge that Implore may modify, limit, suspend or discontinue the Site or any part of the Site at any time, without notice or liability to you. Implore may also, from time to time, establish general rules and policies regarding use of the Site. Implore will post such rules and policies on the Site, and you agree that your compliance with such rules and policies shall be a condition of your use or continued use of the Site. Implore shall have no liability or responsibility with respect to any lost data or Messages such as the deletion or failure to store messages, communications or other Messages transmitted by you.
8. Linked Sites
Implore has not reviewed all of the sites linked to the Site and is not responsible for the content of any third-party pages or any other sites linked to the Site. Nothing in the Site, including, without limitation, any links to other sites, should be construed as an endorsement of any products, services or information of any other persons or companies by Implore. Your choice to link to any other off-site pages or other sites is at your own risk, and you agree to comply with all terms and conditions relating to such pages or sites. Implore reserves the right not to link, or to remove the link, to a particular site at any time. Any links to third-party sites are provided as a convenience to you and are neither owned nor operated by Implore. Implore has no control over these linked sites and makes no representations or warranties with respect to these linked sites. Your viewing and use of any third-party sites is at your sole discretion and risk.
9. Special Admonitions for International Use
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Messages. You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
You agree to hold harmless and indemnify Implore, its subsidiaries and affiliates, business partners, contractors, clients and service providers, and their respective officers, employees, agents and representatives from and against any claims, liabilities, costs or damages, including reasonable attorneys’ fees and paralegal fees through final appeals, made by any third party, or relating to or arising from your use of the Site, any Messages that you Transmit to or through the Site, any violation of these Terms and Conditions by you, or any other act or omission by you, including your violation of any rights of another, arising from your use of the Site.
You acknowledge and agree that Implore may terminate your account or use of the Site for any reason, including, without limitation, your violation of these Terms and Conditions. You agree that Implore may terminate your access to and use of the Site without prior notice and without any liability to you or any third party.
12. Disclaimers and Limitation of Liability
IMPLORE IS PROVIDING THE SITE AND ITS CONTENTS, INCLUDING EXPERT CONTENT AND ADVICE DELIVERED TO YOU VIA EMAIL OR TELEPHONE EXCHANGE, ON AN “AS-IS,” “AS-AVAILABLE” BASIS. IMPLORE DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND TO THE EXTENT THAT THEY MAY BE EXCLUDED BY LAW WITH RESPECT TO THE SITE OR THE CONTENT CONTAINED THEREIN, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. IN ADDITION, IMPLORE DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION ACCESSIBLE VIA THE SITE IS ACCURATE, COMPLETE OR CURRENT OR WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. IMPLORE DOES NOT WARRANT THAT THE SITE WILL OPERATE IN AN UNINTERRUPTED, SECURE OR ERROR-FREE MANNER. THE INFORMATION ON THE SITE IS FOR YOUR GENERAL USE ONLY AND SHOULD NOT BE RELIED ON IN MAKING ANY SPECIFIC FINANCIAL, LEGAL OR OTHER DECISIONS.
YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH USE OF THE SITE IS DONE AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE DONE TO YOUR COMPUTER OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITY. IMPLORE AND THIRD PARTIES WHO CONTRIBUTE TO THE SITE, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND OTHER REPRESENTATIVES, ARE NOT RESPONSIBLE FOR ANY DIRECT, INDIRECT, PUNITIVE, ECONOMIC, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, LOSS OF GOODWILL OR LOST PROFITS YOU MIGHT INCUR ARISING OUT OF OR IN ANY CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SITE, THE CONTENT, OR OTHERWISE ARISING OUT OF ANY IMPLORE WEB SITES, INCLUDING WITHOUT LIMITATION ANY AND ALL LIABILITY ARISING OUT OF BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, PRODUCT LIABILITY AND ANY OTHER STATUTORY CONTRACT, TORT AND/OR OTHER LIABILITY, EVEN IF IMPLORE HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
NO CONTENT OR INFORMATION DISPLAYED OR INCLUDED ON THE SITE OR OTHERWISE OBTAINED BY YOU FROM IMPLORE OR IN CONNECTION WITH YOUR USE OF THE SITE SHALL CREATE ANY WARRANTY, NOR IS IT INTENDED TO SUPPLY LEGAL, FINANCIAL, MANAGEMENT, HUMAN RESOURCES, ACCOUNTING, OR OTHER FORMS OF ADVICE. USE OF THE SITE IS NOT A SUBSTITUTE FOR THE ADVICE OF AN ATTORNEY OR OTHER PROFESSIONAL ADVISOR. IF LEGAL OR OTHER EXPERT ASSISTANCE OR ADVICE IS REQUIRED, THE SERVICES OF A COMPETENT PROFESSIONAL SHOULD BE SOUGHT.
IN NO EVENT SHALL IMPLORE OR THIRD PARTIES WHO CONTRIBUTE TO THE SITE BE LIABLE, WHETHER IN CONTRACT OR TORT (INCLUDING STRICT LIABILITY AND NEGLIGENCE) FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, LOSS OF DATA, INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY OR CLAIMS OF THIRD PARTIES. IF YOU LIVE IN A JURISDICTION WHOSE LAWS PREVENT YOU FROM TAKING FULL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE IN ACCORDANCE WITH THESE TERMS AND CONDITIONS, IMPLORE’S LIABILITY IS LIMITED TO THE GREATEST EXTENT ALLOWED BY THE LAW OF THAT JURISDICTION.
13. Proper Law and Jurisdiction
These Terms and Conditions and the transactions it contemplates, including without limitation its interpretation, construction, performance and enforcement shall be governed by the laws of the State of North Carolina, U.S.A. without reference to conflict or choice of law provisions, as applicable to contracts made and performed entirely within such State. The International Convention on the Sales of Goods, and other international treaties that are not mandatory with respect to contracts made and performed entirely in North Carolina, shall not apply. The exclusive forum for the resolution of any dispute relating to these Terms and Conditions shall be the state and federal courts in Raleigh, North Carolina, USA, and you agree to personal jurisdiction of such courts over you with regard to any dispute relating to these Terms and Conditions and agree to service of process on you by e-mail to the address you have submitted on the Site, or by any other means deemed reasonable by Implore.
Notices to you may be made via either e-mail or regular mail. Implore may also provide notices of changes to these Terms and Conditions or other matters by displaying notices or links to notices to you generally on the Site.
Please report any violations of these Terms and Conditions to Implore.
You may not assign, sublicense or otherwise transfer any of your rights under these Terms and Conditions.
If any provision of these Terms and Conditions are found to be invalid by any court having competent jurisdiction, the invalidity of that provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
Headings in these Terms and Conditions are for convenience only and shall have no legal meaning or effect.
No action arising under this Agreement may be brought at any time more than twelve (12) months after the facts occurred upon which the cause of action arose.