PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING BINZBINZBINZ.COM. This site and all content, information and services accessible through it ("BINZBINZBINZ.com") is made available by BINZ, BINZ, BINZ, Inc., ("Binz"), and may be used only under the following terms and conditions.
BY ACCESSING AND USING BINZBINZBINZ.COM, YOU ("User") AGREE TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS SET FORTH HEREIN (the "Agreement"). If User is accessing and using this website on behalf of any group or entity, User warrants that it has all necessary authority to enter into this Agreement. If, at any time, User does not agree to be bound by the terms and conditions of this Agreement then User must cease using BINZBINZBINZ.COM immediately. Use of the Site is consent to these terms and conditions.
1.1 Grant. User is granted a non-exclusive, non-transferable, revocable, limited license to access and use BINZBINZBINZ.COM (“Site”) for personal, non-commercial use. Binz may terminate this license without notice at any time and for any, or no, reason. User is not permitted to sublicense access to the Site or to re-sell any Services obtained through the Site.
1.2 Limitations. User may not copy, download, store, publish, transmit, transfer, sell, sublicense or otherwise use Site, or any portion thereof, in any form or by any means, except (i) as expressly permitted by this Agreement, (ii) with Binz’ prior written permission, or (iii) if not expressly prohibited by this Agreement, as allowed under the fair use provision of the Copyright Act (17 U.S.C. § 107). User may not alter or modify information and services provided through Site in any way. User may not reverse engineer, decompile, disassemble or otherwise attempt to discern the source code or architecture of the components of Site, or any information about usage or users. User may not use any robot, spider, other automatic device, or manual process to access, monitor or copy Site without Binz’ prior written permission.
1.3 Intellectual Property Rights. Unless otherwise explicitly noted, all elements of Site including, but not limited to, text, articles, logos, trademarks, graphics and overall "look and feel" are the property of Binz. Nothing herein shall be construed to confer any license or right, by implication, estoppel or otherwise, under copyright or other intellectual property rights either now or in the future. User acknowledges that Site is protected by copyrights, trademarks, service marks, patents and other proprietary rights and laws.
2. Registration. Certain sections of Site require registration to access and use information and services. If User elects to register, User agrees to provide Binz with accurate, complete registration information. User will inform Binz of any changes to registration information. User warrants that registration is for a single person only, and that User will not permit anyone other than User to access and use sections of Site requiring registration using User's name and password. User will not access or use Site under the User name of another individual. User is responsible for all access to and use of Site through User's name and password, including access of any Services the use of which results in monetary charges to User, whether or not User has knowledge of or authorizes such access and use. User will notify Binz immediately of any unauthorized use of User's name and password, if User suspects the privacy of User's name and password has been jeopardized, or if User believes that another individual has fraudulently represented themselves as the User or as being associated with User or User's organization.
3. Publication and Use of Interactive Services.
3.2 Lawful Use Only. User will not publish, upload, submit or distribute any Posted Materials on Site which are unlawful, deceptive, misleading, or abusive in any way, including but not limited to Posted Materials that are defamatory, libelous, pornographic, obscene, threatening, indecent, invasive of privacy or publicity rights, hateful, or would constitute or encourage a criminal offense, violate the rights of any party, contain any corrupted data or malicious code that may impair or alter the appearance or functionality of Site, or give rise to liability or violate any local, state, federal or international law or regulation, or the rules of any securities exchange such as the New York Stock Exchange or NASDAQ, either intentionally or unintentionally. Binz may delete any of User's Posted Materials at any time, without prior notice or User's permission and at Binz’ sole discretion. User warrants that it will not, by any method or action, directly or through a third party seek to artificially enhance, degrade, or otherwise manipulate the recommendations or endorsements of Services by any User, individual, or group on Site including User's own.
3.3 Commercial Use Prohibited. Services on Site that allow User to contact, communicate or interact with other Binz or Binz affiliates, agents and contractors ("Interactive Services") are provided to User solely for personal use. User will not include any advertising, promotion, solicitation for goods, services or funds, or solicitation for anyone to become members of a commercial enterprise or organization in Posted Materials delivered through Interactive Services without the express written permission of Binz.
3.4 User Ethics & Practice. If User is a licensed professional participating in any aspect of Site, including but not limited to Interactive Services, User acknowledges that the Rules or Codes of Professional Conduct ("Rules") of the jurisdictions in which User is licensed apply to all aspects of User's participation and that User will abide by such Rules. Binz disclaims all responsibility for User's compliance with these rules.
4. Third Party Content. Third party content, messages and services may appear on Site or may be accessible through links from Site. Binz is not responsible, and assumes no liability, for any mistakes, misstatements of any kind or actions of any third-party content appearing on or accessible from Site. User acknowledges that the goods and services offered by the third-party content are neither endorsed or controlled by, Binz and that Binz is not responsible for the performance of such third parties.
5. Advertisers & Sponsors. User acknowledges that Site may contain advertising and sponsorships. Advertisers and sponsors are solely responsible for ensuring that material submitted for use on Site is accurate and complies with any and all applicable laws. User agrees that Binz will not be responsible for the illegality or any error or inaccuracy in advertisers' or sponsors' materials or for the acts or omissions of advertisers or sponsors.
6. Third Party Sites. All use of third-party sites as a result of linkage from Site is governed by the terms of the applicable third-party subscriber agreement User is accessing the third-party site under. User is responsible for all third-party fees generated when linking from Site.
7. DISCLAIMER OF WARRANTIES. SITE [AS DISTINCT FROM THE SERVICES ORDERED ON THE SITE] IS PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, BINZ DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, FOR THE FUNCTION OF THE SITE INCLUDING BUT NOT LIMITED TO, WARRANTIES OF PERFORMANCE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, OMISSIONS, COMPLETENESS, CURRENTNESS AND DELAYS. BINZ MAKES NO WARRANTY THAT ACCESS TO SITE OR ANY PORTION THEREOF WILL BE UNINTERRUPTED, SECURE, COMPLETE, ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. BINZ DISCLAIMS ALL RESPONSIBILITY FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM, ARISING OUT OF, OR IN ANY WAY RELATED TO (A) THE ACCESS OR USE OF SITE, INCLUDING BOTH BINZ AND THIRD PARTY CONTENT, (B) THE ACCESS OR USE OF THIRD PARTY WEB SITES AND CONTENT OR SERVICES THEREIN THROUGH LINKS IN SITE, (C) THE UNAVAILABILITY OF SITE OR ANY PORTION THEREOF, OR (D) USER'S USE OF EQUIPMENT AND SOFTWARE IN CONNECTION WITH ACCESS AND USE OF SITE.
8. LIMITATION OF LIABILITY. USER'S EXCLUSIVE REMEDY AND BINZ ', ITS AFFILIATES, AGENTS AND CONTRACTOR’S ENTIRE LIABILITY UNDER THIS AGREEMENT, IF ANY, FOR ANY CLAIM FOR DAMAGES RELATING TO USE OF SITE WHICH ARE MADE AGAINST THEM, INDIVIDUALLY OR JOINTLY, WHETHER BASED IN CONTRACT OR NEGLIGENCE, SHALL BE LIMITED TO THE AGGREGRATE AMOUNT OF CHARGES PAID BY USER RELATIVE TO THE SPECIFIC SITE FEATURE WHICH IS THE BASIS OF THE CLAIM DURING THE 12 MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL BINZ, ITS AFFILIATES AGENTS AND CONTRACTOR BE LIABLE TO USER FOR ANY CLAIM RELATING IN ANY WAY TO (A) USER'S INABILITY OR FAILURE TO USE SITE PROPERLY OR COMPLETELY, EVEN IF ASSISTED BY BINZ, ITS AFFILIATES AGENTS AND CONTRACTOR, OR ANY DECISION MADE OR ACTION TAKEN BY USER IN RELIANCE UPON SITE; OR (B) ANY LOST PROFITS OR OTHER CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES RELATING IN WHOLE OR IN PART TO USER'S RIGHTS UNDER THIS AGREEMENT OR USE OF, OR INABILITY TO USE SITE, EVEN IF BINZ , ITS AFFILIATES AGENTS OR CONTRACTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BINZ SHALL HAVE NO LIABILITY WHATSOEVER TO USER FOR ANY CLAIM RELATING IN ANY WAY TO ANY THIRD-PARTY CONTENT OR FEATURE.
9. Indemnification. User agrees to defend, indemnify, and hold Binz, its affiliates, contractors, suppliers, directors, employees and agents harmless from any and all claims, costs, damages, judgments, and liabilities (including but not limited to reasonable attorney's fees) made by any third party and arising from any content User posts, submits, transmits or otherwise makes available through Site, User's violation of the terms and conditions of this Agreement, or the violation of the intellectual property rights of any third party.
10. Limitation of Claims. Except for claims relating to improper use of Site by Binz, no claim, regardless of form, which in any way arises out of this Agreement, may be made, if such claim is brought, under this Agreement more than one year after the basis for the claim becomes known to the party desiring to assert it.
12. Entire Agreement. This Agreement embodies the entire understanding between User and Binz with respect to the subject matter herein, and supersedes any and all prior understandings and agreements, oral or written, relating to the subject matter.
15 Force Majeure. Binz’ performance under these Terms and Conditions of Use are subject to interruption and delay due to causes beyond its reasonable control, such as acts of God, acts of any government, war or other hostility, civil disorder, the elements, fire, explosion, power failure, equipment failure, industrial or labor dispute, inability to obtain necessary supplies, acts of third parties, and other events and circumstances beyond the reasonable control of Binz.
16 General Provisions. This Agreement will be governed by and construed under the law of the state of Illinois, U.S.A. without regard to conflicts of law provisions. The parties agree that the state and federal courts sitting in Illinois will have exclusive jurisdiction over any claim arising out of this Agreement and each party consents to the exclusive jurisdiction of such courts. Neither this Agreement nor any part or portion may be assigned, sublicensed or otherwise transferred by Use without Binz’ prior written consent. Should any provision of this Agreement be held to be void, invalid, unenforceable or illegal by a court, the validity and enforceability of the other provisions will not be affected thereby. Failure of any party to enforce any provision of this Agreement will not constitute or be construed as a waiver of such provision or of the right to enforce such provision. The headings and captions contained in this Agreement are inserted for convenience only and do not constitute a part of this Agreement.