Terms of Service
Adopted August 15, 2011
Welcome to AListStaff.com a Service of The A Group, LLC (hereinafter collectively referred to as “We,” “Us,” “Our,” or “Site”). Please be aware that you must agree to the following Terms of Service ("TOS") prior to proceeding and using the Services (defined below).
AListStaff.com connects employees and employers in the dining, hospitality and entertainment industries. This unique web experience is quality assured and is currently offering services the New York City area.
Our mission is to streamline the process of filling full, part-time and temporary positions. Our expanded database and matchmaking technology both decrease the time and effort of undergoing a standard search process, and dramatically increase the success of that search.
Prospective employees create a profile page which includes current photos, work experience, and general information. This page is then submitted for review by the AListStaff.com team. If a candidate meets the A-List criteria, he or she receives membership to the website. All members maintain access to AListStaff.com by keeping their profile pages accurate and up to date. Employers will make contacts and fill available positions via these profile pages.
Employers register to utilize the AListStaff.com website and database. Once accepted, they can easily browse the site by categorical headings. The website's interface is specially designed to allow employers to systematically narrow a search towards a desired employee. After viewing that employee's profile page, employers contact the employee directly via email to set up an interview.
AListStaff.com is not a staffing agency. All rates and salaries are negotiated between employers and employees.
2. Acknowledgement and Acceptance of Terms.
By accessing the Services or content, products, or materials from the Services, You expressly agree that You have fully read or have been given the opportunity to review these TOS and unconditionally agree to follow and be legally bound by them as well as all applicable laws, rules, and regulations. These TOS constitute a writing signed by You. Any rights not expressly granted herein are reserved. If You do not agree or wish not to be bound by these TOS, do not access, download, or use any part of the Services. Although You may "bookmark" a particular portion of the Services and thereby bypass the agreement set out in the TOS, Your continued use of the Services still binds You to these TOS.
We reserve the right to deny access to the Services to You or any other visitor at any time without notice for any reason. We assume, and by using the Services in any way You warrant, that You are at least 18 years old, or have the permission of a legal guardian, and have the legal capacity to enter into the agreement set out in these TOS (i.e., You are of sufficient age and mental capacity and are otherwise entitled to be legally bound in contract).
4. Modifications and Updates
The Services offered hereunder may be updated, modified, removed, or disabled, in whole or in part, without notice and for any reason in Our sole discretion. Please note that these TOS may also be modified, changed, updated, revised, and reissued at any time by updating this posting. If We do change these TOS, it will provide You with notice of said change. We will post the most recent version of these TOS and indicate its effective date. You are solely responsible for regularly reviewing these TOS so that You will be apprised of any change(s). Your continued use of the Services after any such change(s) constitutes Your continued and/or renewed irrevocable acceptance of these TOS as modified. Any additional terms and conditions proposed by You are expressly rejected by Us and shall be of no force or effect. Modification or alterations of the Services and the information, content, or materials in regard to the Services for any purpose not permitted by these TOS may be a violation of our Copyrights and/or Trademarks and is strictly prohibited and may expose You to civil and criminal penalties.
5. Authorization to Use Services
Subject to Your strict compliance with these TOS, We hereby grant You limited permission to access and use the Services. All permission granted under these TOS to You is done so on a limited, terminable, revocable, non-transferable, nonexclusive, non-assignable, and non-sub-licensable basis and not sold. You may use the Services and their available features only for non-commercial, personal, and entertainment use on a single Device, subject to You keeping intact all copyright, trademark, and other proprietary notices. The material and all other User — Generated Content (see Section 9 below) posted on or through the Services may not otherwise be copied, rebroadcast, resold, reprinted, reproduced, republished, uploaded, posted, transmitted, distributed, or used in any way unless specifically authorized in writing by Us. Using any User-Generated Content or any other materials posted on or through the Services upon any other Web site or networked computer environment is prohibited unless specifically authorized in writing and in advance by Us. You have no other rights whatsoever to use the Services, or portions thereof, including but not limited to its databases, invisible pages, linked pages, underlying code, or other intellectual property the Services may contain, for any reason or use whatsoever. Also, decompiling, reverse-engineering, disassembling, or otherwise reducing the code used in any software on the Services into a readable form in order to examine the construction of such software and/or to copy or create other products based (in whole or in part) on such software, is strictly prohibited.
6. Registration, User ID, and Passwords
In order to access or use most of the features of the Services, You must register with Us and create an account. As part of this registration process, You will be asked to create a Profile (as described in Section 7 below) and select a User ID and password. All Profile information must be true, accurate, and complete. Your registration information will act as the basis of your Profile and We also use various details provided by You to verify Your authenticity throughout your use of the Services. You are solely responsible for any and all use of Your account (whether by You or anyone using Your account). You are solely responsible for the confidentiality and security of Your account password and log-in information. You must notify Us immediately of any actual or suspected breach of security or unauthorized use of Your account. Should You forget Your password, upon request, an e-mail containing your password will be forwarded to the e-mail address You entered during registration.
7. Profile Information
Your Profile must describe You, an individual person. You may not impersonate another person when registering or otherwise use a pre-existing account, user ID, or password of another at any time. By way of example and not limitation, You may not create a Profile that purports to represent You as an animal, place, inanimate object, fictional character, or real individual who is not You. We may refuse to grant You (or later terminate) a user ID that impersonates someone else, is or may be protected by trademark or proprietary rights law, or is vulgar, offensive, or otherwise inappropriate, as determined by Us in Our sole discretion.
8. User-Generated Content
The Services also allow You to supplement your Profile with text, files, images, photos, video, sounds, musical, audiovisual works of authorship, and/or any other materials (together with Your Profile information, these materials shall be referred to herein as "User Generated Content" or "UGC"). All UGC must adhere to the terms set forth in these TOS. Be aware, any UGC You post, upload, or transmit on or through the Services is accessible to third parties. We are unable to control any usage of Your information by third parties who may view your UGC, and therefore, You disclose such information at Your own risk.
9. End User Responsible for All Postings to Services
You are solely responsible for all interactions You (and anyone using Your account) have with other End Users on the Services. You are solely responsible for all UGC posted, uploaded, or transmitted on or through the Services, and any UGC You (and anyone using Your account) transmit to other End Users. We do not endorse any UGC. We have no control over what information, materials and/or content is included in the UGC. No UGC is reviewed by Us prior to posting and therefore does not necessarily reflect the opinions or policies of Our Site. Under no circumstances do We have any obligation to check the accuracy or truthfulness of any UGC, or to monitor any End User's use of the Services.
10. Prohibited User-Generated Content
Below is a partial list of the kind of UGC that is illegal or otherwise prohibited to post, upload, or transmit on or through the Services. Posting of any prohibited UGC by You (and anyone using Your account) may, in our sole discretion, result in termination of Your relationship with Us and Your ability to use the Services. In addition, We reserve the right to investigate and take appropriate legal action, in our sole discretion, against anyone who violates this provision, or otherwise posts UGC which We in our sole discretion deems inappropriate or unacceptable, including, without limitation, removing the offending communication or prohibited UGC from the Services and reporting such violators to the appropriate legal authorities. Prohibited UGC includes, but is not limited to, UGC which, in Our sole judgment:
10.1 is unlawful or promotes or encourages illegal activity or abusive conduct;
10.2 violates the property, privacy and publicity rights of others;
10.3 is patently offensive or otherwise grossly objectionable, such as content that promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual;
10.4 harasses or advocates harassment of another person;
10.5 is threatening, obscene, defamatory, vulgar, malicious, or libelous;
10.6 solicits personal information from anyone under the age of 18;
10.7 includes material that exploits people under the age of 18 in a sexual or violent manner;
10.8 displays pornographic or sexually explicit material of any kind or contains a link to an adult Web site containing any such material;
10.9 involves the transmission of "junk mail," "chain letters," "spam," or any other unsolicited mass mailing, e-mailing, or other communication (i.e., "spimming" or "spamming");
10.10 is false or misleading;
10.11 violates Our or a third party's intellectual property or proprietary rights;
10.12 includes any pirated computer programs or links to them;
10.13 includes information which circumvents any copy-protection devices;
10.14 includes pirated materials (music, video, photographs, etc.) or links to such pirated files;
10.15 furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities (i.e., making or buying illegal weapons, planning or carrying out acts of terror, violating someone's privacy, or providing or creating computer viruses);
10.16 solicits passwords or personally identifiable information;
10.17 includes a photograph of another person that You have posted without that person's consent;
10.18 contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
10.19 involves commercial activities or constitutes or includes any unauthorized promotion, sales, or other commercial activity such as contests, sweepstakes, barter, advertising, or pyramid schemes; and/or
Even though all of the above UGC is strictly prohibited, it is possible You will still be exposed to such items while using the Services before We are able to address such prohibited UGC. If so, neither We nor any of its officers, directors, employees, shareholders, advertisers, or corporate partners will in any way be responsible for any damages (to or from any party) caused You related to any such exposure as You understand that by accessing and using the Services You may be exposed to such prohibited UGC and other content from a variety of sources that may be inaccurate, offensive, indecent, objectionable, and otherwise not in conformance with the above rules. You hereby waive any and all legal or equitable rights or remedies You have or may have against Us with respect thereto.
11. Removal of UGC
We may, but shall have no obligation to, investigate, monitor, review, modify, delete, and/or remove any UGC You include in Your Public Profile, or otherwise post on or through the Services (which may include deleting Your entire Public Profile) that We, in Our sole judgment, believes violate these TOS. We assume no responsibility to monitor or review End Users' use of the Services for inappropriate UGC or conduct. If at any time We choose, in Our sole discretion, to monitor or review End Users' use of the Services, We shall assume no responsibility for the UGC, and no obligation to modify or remove any inappropriate UGC or any responsibility for the conduct of the User submitting any such UGC. We reserve the right to preserve a record of any such UGC and turn all or a portion thereof over to law enforcement officials. We reserve the right take appropriate legal action against anyone who, in Our sole discretion, violates these TOS and will make reports to applicable law enforcement agencies as We, in our sole discretion, deem appropriate.
12. Prohibited Conduct
You are solely responsible and liable for Your (and anyone using Your account) acts or omissions made on or through the use of the Services. Your authorization to use and Our provision of the Services is conditioned upon Your (and anyone using Your account) proper use of the Services. Therefore, You agree that You (and anyone using Your account) shall NOT engage in any activity which We in our sole discretion deems inappropriate or unacceptable, including but not limited to the following:
12.1 illegal activity or any activity prohibited in these TOS;
12.2 use these Services in any manner inconsistent with or in violation of these TOS as well as all applicable local, state, national, or international laws and/or regulations having the force of law;
12.3 upload, post, or otherwise transmit UGC in violation of Our rules relating to "Prohibited Content" as set forth in these TOS (i.e., upload, post, or otherwise transmit any UGC that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party);
12.4 upload, post, or otherwise transmit any UGC that You do not have a right to transmit under any law or contractual or fiduciary relationship;
12.5 upload, post, or otherwise transmit third-party content without such third party's prior written consent, or content that falsely expresses or implies such consent;
12.6 harm minors in any way;
12.7 "stalk" or otherwise harass another;
12.8 use other End Users' personal data for purposes other than establishing contact that is reasonably expected to be welcomed by such other End Users;
12.9 impersonate another person or entity (including Our employee or representative) or create a false or misleading identity;
12.10 falsely state or otherwise misrepresent Your affiliation with any person or entity;
12.11 use the account, user ID, or password of another End User at any time;
12.12 transmit, e-mail, post, or upload any UGC that contains in any form software viruses or such programs as including, but not limited to, Trojan horses, worms, time bombs, cancelbots, computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
12.13 transmit, e-mail, post, or upload any UGC that contains software designed to monitor or persistently reside in or on any computer software or hardware or telecommunications equipment;
12.14 interfere with, disrupt, or create an undue burden upon the Services or servers and/or networks connected to the Services;
12.15 interfere with, disrupt, or create an undue burden upon another End User's use and enjoyment of the Services;
12.16 use the Services in any manner that could damage, disable, overburden, or impair the Services;
12.17 attempt to gain unauthorized access to the Services, other accounts, computer systems, or networks connected to the Services, through password mining or any other means;
12.18 harvest or collect e-mail addresses or other contact information of End Users, including user IDs, from the Services by electronic or other means;
12.19 modify, adapt, translate, or reverse-engineer any portion of the Services, or use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion or the Services;
12.20 reformat or frame any portion of the web pages that are part of the Services; cover or obscure banner advertisements on Your Profile page or any page on the Services via HTML/CSS (Cascading Style Sheets) or any other means;
12.21 remove any copyright, trademark, or other proprietary rights notices contained in or on the Services;
12.22 disseminate any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of such solicitation;
12.23 upload, post, or transmit unsolicited commercial e-mail or "spam" or engage in any practice that is in any way connected with "spam";
12.24 use the Services as a forwarding service to another Web site;
12.25 import, export, re-export, or permit downloading of any message or content in violation of any export or import law, regulation, or restriction of the United States and its agencies or authorities, or without all required approvals, licenses, or exemptions;
12.26 sell or otherwise transfer Your Profile;
12.27 engage in any other activity deemed by Us to be in conflict with the spirit or intent of these TOS;
12.28 make any automated use of the Services, such as using scripts to add friends or send comments or messages;
12.29 advertise or solicit third-party products and services, including Your own, to other End Users;
12.30 display an advertisement on Your Profile, or accept payment or anything of value from a third party in exchange for Your performing any commercial activity on or through the Services on behalf of that third party, such as placing commercial content on Your Profile, posting blogs or bulletins with a commercial purpose, or sending private messages with a commercial purpose;
12.31 circumvent, disable, or otherwise interfere with security features of the Services or features that prevent or restrict use or copying of any content or enforce these TOS; and/or
12.32 send more request messages to servers of the Services in a given period of time than a single human can reasonably manually produce in the same period by using a conventional online web browser sending one message at a time.
13. Non-Commercial Use Only
The Services are for the personal use of registered End Users only and may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by Us. Organizations, companies, and/or any other entities may not become an End User and should not use the Services for any purpose unless otherwise agreed to by Us. You may not copy, transfer, or use any names, photos, links, text, data, or other content belonging to or posted by Us or other End Users for the purpose of selling, engaging in, marketing, or promoting any other product or Services. Illegal and/or unauthorized uses of the Services, including collecting user IDs, e-mail addresses, or other personally identifiable information of End Users by electronic or other means, or the sending unsolicited e-mail, unauthorized framing of or linking to the Services, or any other use not expressly permitted in these TOS will be investigated, and legal action may be taken, including, without limitation, termination of Your right to use the Services, as well as civil, criminal, and injunctive redress. In addition to the above restrictions, You may not authorize, enable, or otherwise grant to any other person, organization, company, or business access to Your Profile or other UGC posted on or through the Services for the purpose of extracting such information or other content.
14. Removal for Improper Conduct
We may, but is under no obligation to, monitor Your conduct with respect to Your use of the Services for violations of these TOS. We may remove any or all of Your UGC posted on or through the Services and/or terminate Your access to or communications through the Services if We suspect a violation of these TOS. We may also suspend or terminate Your access to the Services, if We deem it necessary in order to protect the Services, Us, Our parent, affiliates, directors, officers, agents, and employees from any form of harm.
16. Communications with Us
We welcome Your feedback. We encourage communication from Our community and we are open to suggestions made by End Users. By submitting unsolicited suggestions, You agree that We may (but shall have no obligation to) use, modify, distribute, copy, and otherwise exploit such suggestions in any manner, as We see fit, without restriction or limitation of any kind, and You grant to Us a paid-in-full, perpetual, irrevocable, royalty-free license to do so and to allow others to do so, and agree not to permit or prosecute any action or lawsuit on the ground that Our use or alleged use of a suggestion infringes any of Your rights.
17. Equipment and Electronic Form
The Services may be made available to You in several different Devices. You are solely responsible for providing, maintaining, and ensuring compatibility with the Services, all hardware, software, electrical, and other physical requirements for Your use of the Services, including, without limitation, telecommunications and Internet access connections and links, web browsers or other equipment, programs, and service required to access and use the Services.
17.1 Non-Electronic Copy
You have the right to receive these TOS in non-electronic form. You may request a non-electronic copy of these TOS at any time. To receive a non-electronic copy of these TOS, please send Your request along with a self-addressed stamped return envelope to Our Contact address listed below.
18. Subscription Fees, Premium Features, and Other Charges
Our charges no subscription fee to access the Services or for the basic use of the Services. You acknowledge that We reserve the right to initiate a charge for the Services and to change its fee structure, with commercially reasonable notice to You, at any time, in its discretion. You do have to pay for features referred to as the "Premium Features" ("PFs") and such other PFs that We may so designate from time to time. These special features require a small fee and that fee will be made clear on the Services itself. You can make payment via your phone, Credit Card, or PayPal.
If We terminate Your authorized End-User status because You have breached these TOS, You shall not be entitled to a refund of any unused portion of any applicable subscription or PF fees (as described herein). You are solely responsible for all data and/or connectivity charges that arise from the use of the Services via Your Devices. For more information about data and/or connectivity plans for a carrier, contact the carrier directly.
19. Proprietary and Intellectual Property Rights
19.1 Your Content Posted on or Through the Services
By posting any UGC on or through the Services, You hereby grant to Us a fully paid, royalty-free, sub-licensable, non-exclusive worldwide license to use, modify, publicly perform, publicly display, reproduce, create derivative works, and distribute such UGC on or through the Services, and as otherwise provided for herein. By posting said UGC, You represent and warrant that: (a) You have the right to grant the license set forth in this section; (b) You own or otherwise have the right to post Your UGC; and (c) the posting of Your UGC on or through the Services does not violate any privacy rights, publicity rights, copyrights, contract rights, patent, trademark, trade secret, or any other proprietary rights of any person or entity. Notwithstanding the foregoing, We do not claim any ownership rights in the UGC You submit, post, or display on or through the Services. To the contrary, after submitting, posting, or displaying UGC on or through the Services, You continue to retain all ownership rights in such UGC, and You continue to have the right to use Your UGC in any way You desire. The license You grant to Us above will terminate at the time You delete Your Account/Profile and remove Your UGC from the Services. We cannot guarantee, and will not be responsible or liable for any of Your UGC that is transmitted to or re-posted by other End Users.
19.2 Our Content
All right, title, and interest in the intellectual property and proprietary rights in the Services and all of the Our Site — generated content (e.g., text, audio, audiovisual, graphics, software, photographs, page layout, and design) available on or through the Services as well as all technical data and software used with the Services (software, scripts, and all other data) (the "Site Content") are owned, licensed, or used with permission by Us. Our Content is protected by copyright, trademark, patent, trade secret, and other laws, and We own and retain all rights in the Site Content and the Services. We hereby grant You a limited, revocable, non-sublicensable license to reproduce and display the Site Content (excluding any software code) solely for Your personal use in connection with using the Services on Your Device. Except as otherwise provided above, You may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Site Content appearing on or through the Services. Use of Site Content anywhere other than on or through the Services for any reason is prohibited. All features of and content on or through the Services is presumed to be proprietary and copyrighted, unless otherwise designated. Except for the UGC You submit and own, You have no proprietary rights whatsoever in the Services or its features. You agree that You will not alter, obscure, or otherwise remove any existing copyright, trademark, or proprietary rights, notices, or labels at any time. The parties acknowledge that a breach of Our intellectual property and/or proprietary rights will result in substantial injury that is difficult, if not impossible, to ascertain and compensate in monetary damages. Therefore, in addition to any other rights or remedies that We may have in the event of a breach of its intellectual property or proprietary rights, We shall be entitled to seek injunctive relief in a court of competent jurisdiction.
19.3 Third-Party Content
Third-party submissions of UGC will be available on or through the Services. You acknowledge that such third party UGC is not endorsed by Us, and does not reflect the opinion, recommendation, or Our advice in any manner. If You believe any portion of said third-party UGC violates these TOS, You may notify Us of Your concern by contacting Us using the information provided below. If You believe any portion of said third-party UGC violates Your copyright(s), You should follow the procedures set forth below in Section 19.4.
19.4 Digital Millennium Copyright Act
A. Notice of Infringement — We take intellectual property rights very seriously and demands the same from its End Users. If you are a copyright owner and have a good faith belief that any material posted on or through the Services infringes on your copyrights, you may send Our designated Copyright Agent a written notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C. 512, "DMCA"). The notice of infringement must contain the information specified below in the following format:
(i) identify in sufficient detail the copyrighted work claimed to have been infringed; if multiple copyrighted works are covered by a single notice of infringement letter, provide a representative list of such works;
(ii) identify in sufficient detail the material that is claimed to be infringing and information reasonably sufficient to permit Us to locate the material on the Services (e.g., provide the Uniform Resource Locator, "URL," of the material claimed to be infringing);
(iii) provide information reasonably sufficient to permit Us to contact you (e.g., a street address, telephone number, and e-mail address if available);
(iv) provide a statement that you have a good faith belief that the use of the copyrighted material in the manner described in the notice letter is not authorized by the copyright owner, its agent, or the law;
(v) provide a statement, made under penalty of perjury, that the information provided in the notice letter is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; and
(vi) provide the physical or electronic signature of the copyright owner or someone authorized to act on the owner's behalf.
The notice of infringement letter must be submitted to Our Designated Copyright Agent by mail, fax, or E-mail as set forth below.
Attn: Designated Copyright Agent
445 Park Avenue
New York, NY 10022
Be advised that failure to comply with all of the above requirements may invalidate your Notice of Infringement under the DMCA.
Our response to a proper Notice of Infringement will be to remove or disable access to the UGC claimed to be infringing and notify the alleged infringer of your claim so he or she can submit a Counter Notice to Us.
B. Counter Notice — If UGC You posted on or through the Services was removed or access was blocked and You have a good faith belief that it is not infringing on any copyrighted material, You may send Us a written, Counter Notice pursuant to Section 512 of the DMCA. The Counter Notice must contain the information specified below in the following format:
(i) identify in sufficient detail the material that We have removed or to which We have disabled access and the location of the material (e.g., the URL) before it was removed/disabled;
(ii) provide Your name, address, telephone number, and e-mail address;
(iii) a statement that You consent to the jurisdiction of the federal district court in which your address is located, and a statement that You will accept service of process from the person who provided notification of the alleged infringing activity;
(iv) provide a statement, made under penalty of perjury, that You have a good faith belief that the material was removed/disabled as a mistake or misidentification of the material; and
(v) provide Your physical or electronic signature.
The Counter Notice must be submitted to Our Designated Copyright Agent by mail, fax, or E-mail as set forth below.
Attn: Designated Copyright Agent
445 Park Avenue
New York, NY 10022
Be advised that failure to comply with all of the above requirements may invalidate Your Counter Notice under the DMCA.
If the Copyright Agent receives Your valid Counter Notice, We may restore Your removed UGC or cease disabling it within 10-14 business days, unless We receive notice from the alleged copyright owner (who filed the initial Notice of Infringement) that said party has filed a court action seeking to stop Your alleged infringement.
The brand name "A-List Staff" and our logos are trademarks of A-List Staff in the United States and in various jurisdictions where We operate around the world. The absence of a name or logo in this list does not constitute a waiver of any and all intellectual property rights that we have established in any of its product, feature, or Services' names or logos.
20. Unauthorized Hyper-Links and “Framing”
Unauthorized hyper-links, "Framing," and site references are prohibited unless expressly authorized by Us. No one may hyper-link the Services, or portions thereof (including, but not limited to, logotypes, trademarks, branding, or copyrighted material), to a third-party Web site for any reason. Further, You are not allowed to reference Our domain names, or any page of the Services, in any commercial or non-commercial media without Our express permission. You are also prohibited from "framing" the Services (e.g., You are prohibited from removing or obstructing any content or sponsorship banners or other material anywhere on the Services). You specifically agree to cooperate with Us to remove or de-activate any such activities and are liable for all related damages.
21. Linked Third-Party Sites
The Services may link You to other Web sites on the Internet. These links are provided for Your convenience only. These third-party sites may contain information or material that some people may find inappropriate or offensive. These other sites are not under Our control and You acknowledge that (whether or not such sites are affiliated in any way with Us) We are not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites. The inclusion of such a link does not imply endorsement of any site by Us or any association with its operators. Further, We cannot ensure that You will be satisfied with any products or services that You purchase from any third-party site that links to or from the Services since those other sites are owned and operated by independent third parties. Unless otherwise explicitly specified by Us in writing, We do not endorse any of the products or contents, nor have We taken any steps to confirm the accuracy or reliability of any of the information contained in such third-party sites. We do not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) You might be requested to give any third party, and You irrevocably waive any claim against Us with respect to such sites. We strongly encourage You to make whatever investigation You feel necessary or appropriate before proceeding with any online dealings/transaction with any of these third-party sites.
22. Term and Termination
These TOS will remain in full force and effect while You use the Services or are a registered End User. You may terminate your relationship with Us at any time, using a feature on our site or the Contact Information below. We may also terminate this relationship for any reason, at any time.
If you are using a paid version of the Services, and We terminate this relationship or suspends/terminates Your access to the Services because You have breached these TOS, You will not be entitled to any refund of unused fees. Once your relationship with Us terminates, You will have no right to use the Services. Even after Your relationship is terminated, certain sections of these TOS will remain in effect. Our proprietary rights, disclaimer of warranties, indemnities, limitations of liability, and miscellaneous provisions shall survive any such termination. We may also, in our sole discretion and at any time, discontinue temporarily or permanently providing the Services, or any part thereof, with or without notice. You agree that any termination of access to the Services under any provision of these TOS may be effected without notice, and acknowledge and agree that We may immediately deactivate or delete Your account and all related information and files in Your account and/or bar any further access to such files or the Services. Where possible, We will use reasonable efforts to give End Users fair notice of termination or suspension of their access to the Services. You further agree that We shall not be liable to You or any third party for any termination or suspension of access to the Services or modification of the Services.
23. Disclaimer of Warranties
You agree that Your use of the Services is entirely at Your own risk. The Services, and all materials, information (including, without limitation, text, graphics, links, or any information or materials obtained or accessed through the Services), and products included therein are provided "as is," "with all faults," "as available," with no warranties what so ever and therefore We expressly disclaims to the fullest extent permitted by law all express, implied, and statutory warranties, including, without limitation, the warranties of merchantability, fitness for a particular purpose, freedom from computer virus, title, and non-infringement of intellectual property and/or proprietary rights.
We disclaim any responsibility for the accuracy, completeness, legality, reliability, or operability of information, content, or materials on the Services, the functionality of the Services, or the availability of the Services. We cannot and do not guarantee and do not promise any specific result from use of the Services. No advice or information, whether oral or written, obtained by You from Us, or from or through the Services, shall create any warranty not expressly stated herein. You have no right to rely on any information contained herein as accurate. We makes no such warranty. We do not warrant or make any representations regarding the results of the use of the information materials, software, facilities, Services, or other content on the Services or any sites linked to the Services in terms of their correctness, accuracy, timeliness, reliability, or otherwise. We do not warrant that the functions and features made available through the Services will be available, uninterrupted, or error-free, that defects will be corrected, or that its servers are free of viruses or other harmful components. We expressly disclaims any and all responsibilities and liability for the conduct of any other End User, and expressly disclaims that UGC inputted by other End Users is either correct or accurate. We are not responsible for the conduct, whether online or offline, of any End User or other users of the Services. Under no circumstances will We be responsible for any loss or damage, including personal injury or death, resulting from anyone's use of the Services, any UGC posted on or through the Services or transmitted to End Users or other users, or any interactions between or among End Users or other users of the Services, whether online or offline. We take no responsibility for third-party advertisements which are posted through the Services, nor does it take any responsibility for the goods or services provided by its advertisers. Some states do not allow the exclusion or limitation of implied warranties, so the above disclaimers and exclusions may not apply to You. If applicable law does not allow the exclusion of some or all of the above implied warranties to apply to You, the above exclusions will apply to You only to the extent permitted by applicable law.
24. Limitation on Liability
Your use of the Services is at Your sole risk. We are not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of e-mail or players on account of technical problems, or traffic congestion on the Internet or at any Web site or combination thereof. We are not responsible for any injury or damage to any Devices belonging to any user of the Services, any End User, or any other person related to or resulting from use of the Services, viewing, playing, or downloading any UGC on or from the Services, or otherwise in any way in connection with the Services.
We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user or End User communications. Under no circumstances will We, our parents, subsidiaries, and affiliates, and their respective owners, officers, managers, end users, agents, and employees, be liable to You for any direct, indirect, incidental, consequential, special, exemplary, or punitive damages or losses (including without limitation loss of profits, revenue, goodwill, use data, or other intangible losses), whether based in contract, tort, strict liability, or otherwise, arising out of or in connection with use of, or inability to use, the Services, whether or not We have been advised of the possibility of such damages or loss. Such limitations of liability shall apply (A) whether the damages arise from the Services or from the interruption, suspension, or termination of the Services (including such damages incurred by third parties), and (B) notwithstanding any failure of essential purpose of any limited remedy and to the fullest extent permitted by law. If You are dissatisfied with any part of the Services, your sole and exclusive remedy is to discontinue use of the Services.
Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation and exclusions may not apply to You. In such states, under no circumstances shall We be liable to You for any amount exceeding twenty-five dollars ($25.00) or the minimum amount allowed by law in the applicable jurisdiction.
You agree to indemnify and hold Us and our parents, subsidiaries, and affiliates, and their respective owners, officers, managers, End Users, agents, and employees forever harmless and to defend (at Our request) them, against any third-party claim arising from or in any way related to Your use of or conduct or UGC posted on the Services, including any liability or expense arising from all claims, liabilities, losses, damages (actual and consequential), suits, judgments, litigation costs, expenses, and attorney's fees, of every kind and nature. In such a case, We will provide You with written notice of such claim, suit, or action.
You agree to indemnify and hold Us and our subsidiaries, affiliates, officers, agents, employees, and corporate or other partners forever harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, arising out of or relating to: (A) Your use of the Services (including the posting by You of any UGC through the Services) in violation of these TOS; (B) any other breach of these TOS by You; (C) the infringement of any intellectual property or proprietary right of any person or entity carried out under Your account; or (D) any breach of Your representations and warranties set forth herein. You agree that in the event You cause damage that We are required to pay for, You promise to indemnify Us for all such payments made.
26. End-User Disputes
While We reserve the right, but have no obligation, to monitor or moderate disputes between You and other End Users, You are solely responsible for Your interactions with other End Users.
27.1 Entire Agreement
These TOS constitute the entire agreement between You and Us regarding the use of the Services and the subject matter hereof. These TOS supersede and replace all prior versions of the same or contemporaneous understandings, whether written or oral, regarding such subject matter.
27.2 Applicable Law, Jurisdiction, and Venue
In the event of any dispute, claim, question, or disagreement arising from or relating to these TOS or the breach thereof, the parties hereto shall use their best efforts to settle the dispute, claim, question, or disagreement. To this effect, they shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both parties. If they do not reach such solution within a period of 60 days, then, upon notice by either party to the other, all disputes, claims, questions, or differences shall be finally settled by arbitration administered by the American Arbitration Association in accordance with the provisions of its Commercial Arbitration Rules.
Any controversy or claim arising out of or relating to these TOS, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in the City and State of New York in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. These TOS shall be governed by the laws of the United States in the State, City and County of New York, without giving effect to its conflict-of-laws provisions or Your actual state or country of residence. Notwithstanding any of the foregoing, You agree that any cause of action arising out of or related to the Services must commence within one (1) year after the cause of action accrues; otherwise, such cause of action shall be permanently barred.
We may provide You with notices regarding the Services or these TOS by regular mail, e-mail, or postings on or through the Services.
27.4 No Agency
There is no agency, partnership, joint venture, employee employer or franchisor-franchisee relationship between You and Us or between Us and any other End User or user of the Services.
27.5 Legal Compliance
You shall comply with all applicable domestic and international laws, statutes, ordinances, regulations, contracts, and applicable licenses regarding Your use of the Services. We make no representation that UGC posted on or through the Services are appropriate or available for use outside the United States, its territories, possessions, and protectorates. If You choose to access the Services from such foreign locations You do so on Your own initiative and at Your own risk. You are responsible for complying with local laws, if and to the extent local laws are applicable. You specifically agree to comply with all applicable laws concerning the transmission of UGC exported to or from the United States or the country from which You reside.
These TOS operate to the fullest extent permissible by applicable law. If any provision of these TOS shall be held by a court of competent jurisdiction to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms to the extent they are unlawful, void, or unenforceable and shall not affect the validity and enforceability of any of the remaining portions of that provision or any of the other provisions of these TOS.
You shall not assign these TOS or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without Our prior written consent. Any such purported assignment or delegation will be null and void and of no force or effect.
27.8 Force Majeure
Without limiting the foregoing, under no circumstances shall We be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.
Our failure to exercise or enforce any right or provision of these TOS shall not operate as a waiver of such right or provision. Any waiver of any provision of these TOS by a party will be effective only if in writing and signed by a party.
The section headings in these TOS are for convenience only and have no legal or contractual effect.
27.11 Contacting Us
Should you wish to contact Us about Copyright, Privacy, or any other reasons that have been outlined in these TOS, You may do so by one of the following methods:
The A Group, LLC
445 Park Avenue
New York, NY 10022