TABLE OF CONTENTS
These
Terms and Conditions
constitute a legally binding agreement
made between you, whether personally or
on behalf of an entity (“you”) and
Wylog ("Company", “we”,
“us”, or
“our”), concerning your
access to and use of the
https://tracerdoc.com
TracerDoc website and TracerKey extension as well as any other media form,
media channel, mobile website or mobile
application related, linked, or
otherwise connected thereto
(collectively, the “Site”).
We are registered in
France
and have our registered
office at
23-25 rue Jean-Jacques Rousseau,
PARIS.
Our VAT number is
FR20449542364.
You agree that by accessing the Site, you
have read, understood, and agree to be bound
by all of these
Terms and Conditions. IF YOU DO NOT AGREE WITH ALL OF THESE
TERMS AND CONDITIONS, THEN YOU ARE EXPRESSLY PROHIBITED
FROM USING THE SITE AND YOU MUST
DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions
or documents that may be posted on
the Site from time to time are
hereby expressly incorporated herein
by reference. We reserve the right,
in our sole discretion, to make
changes or modifications to these
Terms and Conditions
from time to time. We will alert you about any
changes by updating the “Last
updated” date of these
Terms and Conditions, and you waive any right to
receive specific notice of each such
change. Please ensure that you check
the applicable Terms every time you
use our Site so that you understand
which Terms apply. You will be
subject to, and will be deemed to
have been made aware of and to have
accepted, the changes in any revised
Terms and Conditions
by your continued use of the Site
after the date such revised
Terms and Conditions
are posted.
The information provided on the Site is
not intended for distribution to or use
by any person or entity in any
jurisdiction or country where such
distribution or use would be contrary to
law or regulation or which would subject
us to any registration requirement
within such jurisdiction or country.
Accordingly, those persons who choose to
access the Site from other locations do
so on their own initiative and are
solely responsible for compliance with
local laws, if and to the extent local
laws are applicable.
__________
All users who
are minors in the
jurisdiction in
which they
reside
(generally under
the age of 18)
must have the
permission of,
and be directly
supervised by,
their parent or
guardian to use
the Site. If you
are a minor, you
must have your
parent or
guardian read
and agree to
these
Terms and
Conditions
prior to you
using the
Site.
2. INTELLECTUAL PROPERTY
RIGHTS
Unless otherwise indicated, the Site is
our proprietary property and all source
code, databases, functionality,
software, website designs, audio, video,
text, photographs, and graphics on the
Site (collectively, the “Content”) and
the trademarks, service marks, and logos
contained therein (the “Marks”) are
owned or controlled by us or licensed to
us, and are protected by copyright and
trademark laws and various other
intellectual property rights and unfair
competition laws of the United States,
international copyright laws, and
international conventions. The Content
and the Marks are provided on the Site
“AS IS” for your information and
personal use only. Except as expressly
provided in these
Terms and Conditions, no part of the Site and no Content or
Marks may be copied, reproduced,
aggregated, republished, uploaded,
posted, publicly displayed, encoded,
translated, transmitted, distributed,
sold, licensed, or otherwise exploited
for any commercial purpose whatsoever,
without our express prior written
permission.
Provided that you are eligible to use
the Site, you are granted a limited
license to access and use the Site and
to download or print a copy of any
portion of the Content to which you have
properly gained access solely for your
personal, non-commercial use. We reserve
all rights not expressly granted to you
in and to the Site, the Content and the
Marks.
By using the Site, you represent and
warrant that: (1) all registration
information you submit will
be true, accurate, current,
and complete; (2) you will maintain the
accuracy of such information
and promptly update such
registration
information as necessary; (3) you have the legal capacity and you
agree to comply with these
Terms and Conditions;
(4) you are not a minor in the
jurisdiction in which you reside, or if a minor, you have
received parental permission
to use the Site; (5) you will not access the Site through
automated or non-human means, whether
through a bot, script or
otherwise; (6) you will not use the Site for any
illegal or unauthorized purpose; and
(7) your use of the Site will not violate
any applicable law or regulation.
If you provide any information that is
untrue, inaccurate, not current, or
incomplete, we have the right to suspend
or terminate your account and refuse any
and all current or future use of the
Site (or any portion thereof).
You may be required to
register with the Site.
You agree to keep your
password confidential
and will be responsible
for all use of your
account and password. We
reserve the right to
remove, reclaim, or
change a username you
select if we determine,
in our sole discretion,
that such username is
inappropriate, obscene,
or otherwise
objectionable.
We accept the following forms of
payment:
-
Visa
-
Mastercard
-
American
Express
You may be required to purchase
or pay a fee to access some of
our services. You agree to
provide current, complete, and
accurate purchase and account
information for all purchases
made via the Site. You further
agree to promptly update account
and payment information,
including email address, payment
method, and payment card
expiration date, so that we can
complete your transactions and
contact you as needed. We bill
you through an online billing
account for purchases made via
the Site. Sales tax will be
added to the price of purchases
as deemed required by us. We may
change prices at any time. All
payments shall be in
Euros.
You agree to pay all charges or
fees at the prices then in
effect for your purchases, and
you authorize us to charge your
chosen payment provider for any
such amounts upon making your
purchase.
If your purchase is
subject to recurring
charges, then you
consent to our
charging your
payment method on a
recurring basis
without requiring
your prior approval
for each recurring
charge, until you
notify us of your
cancellation.
We reserve the right to correct
any errors or mistakes in
pricing, even if we have already
requested or received payment.
We also reserve the right to
refuse any order placed through
the Site.
You can cancel your
subscription at any time by logging into your account. Your cancellation will take
effect at the end of the current
paid term.
If you are unsatisfied with our
services, please email us at
__________.
You may not access or use the Site for
any purpose other than that for which we
make the Site available. The Site may
not be used in connection with any
commercial endeavors except those that
are specifically endorsed or approved by
us.
As a user of the Site, you agree
not to:
-
Systematically retrieve
data or other content from
the Site to create or
compile, directly or
indirectly, a collection,
compilation, database, or
directory without written
permission from us.
-
Trick, defraud,
or mislead us
and other users,
especially in
any attempt to
learn sensitive
account
information such
as user
passwords.
-
Circumvent,
disable, or
otherwise
interfere with
security-related
features of the
Site, including
features that
prevent or
restrict the use
or copying of
any Content or
enforce
limitations on
the use of the
Site and/or the
Content
contained
therein.
-
Disparage,
tarnish, or
otherwise harm,
in our opinion,
us and/or the
Site.
-
Use any
information
obtained from
the Site in
order to harass,
abuse, or harm
another
person.
-
Make improper
use of our
support services
or submit false
reports of abuse
or
misconduct.
-
Use the Site in
a manner
inconsistent
with any
applicable laws
or
regulations.
-
Engage in
unauthorized
framing of or
linking to the
Site.
-
Upload or
transmit (or
attempt to
upload or to
transmit)
viruses, Trojan
horses, or other
material,
including
excessive use of
capital letters
and spamming
(continuous
posting of
repetitive
text), that
interferes with
any party’s
uninterrupted
use and
enjoyment of the
Site or
modifies,
impairs,
disrupts,
alters, or
interferes with
the use,
features,
functions,
operation, or
maintenance of
the Site.
-
Engage in any
automated use of
the system, such
as using scripts
to send comments
or messages, or
using any data
mining, robots,
or similar data
gathering and
extraction
tools.
-
Delete the
copyright or
other
proprietary
rights notice
from any
Content.
-
Attempt to
impersonate
another user or
person or use
the username of
another
user.
-
Upload or
transmit (or
attempt to
upload or to
transmit) any
material that
acts as a
passive or
active
information
collection or
transmission
mechanism,
including
without
limitation,
clear graphics
interchange
formats
(“gifs”), 1×1
pixels, web
bugs, cookies,
or other similar
devices
(sometimes
referred to as
“spyware” or
“passive
collection
mechanisms” or
“pcms”).
-
Interfere with,
disrupt, or
create an undue
burden on the
Site or the
networks or
services
connected to the
Site.
-
Harass, annoy,
intimidate, or
threaten any of
our employees or
agents engaged
in providing any
portion of the
Site to
you.
-
Attempt to
bypass any
measures of the
Site designed to
prevent or
restrict access
to the Site, or
any portion of
the Site.
-
Copy or adapt
the Site’s
software,
including but
not limited to
Flash, PHP,
HTML,
JavaScript, or
other
code.
-
Except as
permitted by
applicable law,
decipher,
decompile,
disassemble, or
reverse engineer
any of the
software
comprising or in
any way making
up a part of the
Site.
-
Except as may
be the result of
standard search
engine or
Internet browser
usage, use,
launch, develop,
or distribute
any automated
system,
including
without
limitation, any
spider, robot,
cheat utility,
scraper, or
offline reader
that accesses
the Site, or
using or
launching any
unauthorized
script or other
software.
-
Use a buying
agent or
purchasing agent
to make
purchases on the
Site.
-
Make any
unauthorized use
of the Site,
including
collecting
usernames and/or
email addresses
of users by
electronic or
other means for
the purpose of
sending
unsolicited
email, or
creating user
accounts by
automated means
or under false
pretenses.
-
Use the Site as
part of any
effort to
compete with us
or otherwise use
the Site and/or
the Content for
any
revenue-generating
endeavor or
commercial
enterprise.
-
Use the Site to advertise
or offer to sell goods and
services.
-
Sell or otherwise transfer
your profile.
8. USER GENERATED
CONTRIBUTIONS
The Site may invite you
to chat, contribute to,
or participate in blogs,
message boards, online
forums, and other
functionality, and may
provide you with the
opportunity to create,
submit, post, display,
transmit, perform,
publish, distribute, or
broadcast content and
materials to us or on
the Site, including but
not limited to text,
writings, video, audio,
photographs, graphics,
comments, suggestions,
or personal information
or other material
(collectively,
"Contributions").
Contributions may be
viewable by other users
of the Site and through
third-party websites. As
such, any Contributions
you transmit may be
treated as
non-confidential and
non-proprietary. When
you create or make
available any
Contributions, you
thereby represent and
warrant that:
-
The creation,
distribution,
transmission,
public display,
or performance,
and the
accessing,
downloading, or
copying of your
Contributions do
not and will not
infringe the
proprietary
rights,
including but
not limited to
the copyright,
patent,
trademark, trade
secret, or moral
rights of any
third
party.
-
You are the
creator and
owner of or have
the necessary
licenses,
rights,
consents,
releases, and
permissions to
use and to
authorize us,
the Site, and
other users of
the Site to use
your
Contributions in
any manner
contemplated by
the Site and
these
Terms and
Conditions.
-
You have the
written consent,
release, and/or
permission of
each and every
identifiable
individual
person in your
Contributions to
use the name or
likeness of each
and every such
identifiable
individual
person to enable
inclusion and
use of your
Contributions in
any manner
contemplated by
the Site and
these
Terms and
Conditions.
-
Your
Contributions
are not false,
inaccurate, or
misleading.
-
Your
Contributions
are not
unsolicited or
unauthorized
advertising,
promotional
materials,
pyramid schemes,
chain letters,
spam, mass
mailings, or
other forms of
solicitation.
-
Your
Contributions
are not obscene,
lewd,
lascivious,
filthy, violent,
harassing,
libelous,
slanderous, or
otherwise
objectionable
(as determined
by us).
-
Your
Contributions do
not ridicule,
mock, disparage,
intimidate, or
abuse
anyone.
-
Your
Contributions
are not used to
harass or
threaten (in the
legal sense of
those terms) any
other person and
to promote
violence against
a specific
person or class
of people.
-
Your
Contributions do
not violate any
applicable law,
regulation, or
rule.
-
Your
Contributions do
not violate the
privacy or
publicity rights
of any third
party.
-
Your
Contributions do
not violate any
applicable law
concerning child
pornography, or
otherwise
intended to
protect the
health or
well-being of
minors.
-
Your
Contributions do
not include any
offensive
comments that
are connected to
race, national
origin, gender,
sexual
preference, or
physical
handicap.
-
Your
Contributions do
not otherwise
violate, or link
to material that
violates, any
provision of
these
Terms and
Conditions, or any
applicable law
or
regulation.
Any use of the Site in
violation of the
foregoing violates these
Terms and
Conditions
and may result in, among
other things,
termination or
suspension of your
rights to use the
Site.
By posting your
Contributions to any part of
the Site or making
Contributions
accessible to
the Site by
linking your
account from the
Site to any of
your social
networking
accounts, you automatically grant,
and you represent and
warrant that you have the
right to grant, to us an
unrestricted, unlimited,
irrevocable, perpetual,
non-exclusive, transferable,
royalty-free, fully-paid,
worldwide right, and license
to host, use, copy,
reproduce, disclose, sell,
resell, publish, broadcast,
retitle, archive, store,
cache, publicly perform,
publicly display, reformat,
translate, transmit, excerpt
(in whole or in part), and
distribute such
Contributions (including,
without limitation, your
image and voice) for any
purpose, commercial,
advertising, or otherwise,
and to prepare derivative
works of, or incorporate
into other works, such
Contributions, and grant and
authorize sublicenses of the
foregoing. The use and
distribution may occur in
any media formats and
through any media
channels.
This license will apply
to any form, media, or
technology now known or
hereafter developed, and
includes our use of your
name, company name, and
franchise name, as
applicable, and any of
the trademarks, service
marks, trade names,
logos, and personal and
commercial images you
provide. You waive all
moral rights in your
Contributions, and you
warrant that moral
rights have not
otherwise been asserted
in your
Contributions.
We do not assert any
ownership over your
Contributions. You
retain full ownership of
all of your
Contributions and any
intellectual property
rights or other
proprietary rights
associated with your
Contributions. We are
not liable for any
statements or
representations in your
Contributions provided
by you in any area on
the Site. You are solely
responsible for your
Contributions to the
Site and you expressly
agree to exonerate us
from any and all
responsibility and to
refrain from any legal
action against us
regarding your
Contributions.
We have the right, in our
sole and absolute
discretion, (1) to edit,
redact, or otherwise change
any Contributions; (2) to
re-categorize any
Contributions to place them
in more appropriate
locations on the Site; and
(3) to pre-screen or delete
any Contributions at any
time and for any reason,
without notice. We have no
obligation to monitor your
Contributions.
As part of the
functionality of the Site,
you may link your account
with online accounts you
have with third-party
service providers (each such
account, a “Third-Party
Account”) by either: (1)
providing your Third-Party
Account login information
through the Site; or (2)
allowing us to access your
Third-Party Account, as is
permitted under the
applicable terms and
conditions that govern your
use of each Third-Party
Account. You represent and
warrant that you are
entitled to disclose your
Third-Party Account login
information to us and/or
grant us access to your
Third-Party Account, without
breach by you of any of the
terms and conditions that
govern your use of the
applicable Third-Party
Account, and without
obligating us to pay any
fees or making us subject to
any usage limitations
imposed by the third-party
service provider of the
Third-Party Account. By
granting us access to any
Third-Party Accounts, you
understand that (1) we may
access, make available, and
store (if applicable) any
content that you have
provided to and stored in
your Third-Party Account
(the “Social Network
Content”) so that it is
available on and through the
Site via your account,
including without limitation
any friend lists and (2) we
may submit to and receive
from your Third-Party
Account additional
information to the extent
you are notified when you
link your account with the
Third-Party Account.
Depending on the Third-Party
Accounts you choose and
subject to the privacy
settings that you have set
in such Third-Party
Accounts, personally
identifiable information
that you post to your
Third-Party Accounts may be
available on and through
your account on the Site.
Please note that if a
Third-Party Account or
associated service becomes
unavailable or our access to
such Third-Party Account is
terminated by the
third-party service
provider, then Social
Network Content may no
longer be available on and
through the Site. You will
have the ability to disable
the connection between your
account on the Site and your
Third-Party Accounts at any
time. PLEASE NOTE THAT YOUR
RELATIONSHIP WITH THE
THIRD-PARTY SERVICE
PROVIDERS ASSOCIATED WITH
YOUR THIRD-PARTY ACCOUNTS IS
GOVERNED SOLELY BY YOUR
AGREEMENT(S) WITH SUCH
THIRD-PARTY SERVICE
PROVIDERS. We make no effort
to review any Social Network
Content for any purpose,
including but not limited
to, for accuracy, legality,
or non-infringement, and we
are not responsible for any
Social Network Content. You
acknowledge and agree that
we may access your email
address book associated with
a Third-Party Account and
your contacts list stored on
your mobile device or tablet
computer solely for purposes
of identifying and informing
you of those contacts who
have also registered to use
the Site. You can deactivate
the connection between the
Site and your Third-Party
Account by contacting us
using the contact
information below or through
your account settings (if
applicable). We will attempt
to delete any information
stored on our servers that
was obtained through such
Third-Party Account, except
the username and profile
picture that become
associated with your
account.
You acknowledge and agree that any
questions, comments, suggestions, ideas,
feedback, or other information regarding
the Site ("Submissions") provided by you
to us are non-confidential and shall
become our sole property. We shall own
exclusive rights, including all
intellectual property rights, and shall
be entitled to the unrestricted use and
dissemination of these Submissions for
any lawful purpose, commercial or
otherwise, without acknowledgment or
compensation to you. You hereby waive
all moral rights to any such
Submissions, and you hereby warrant that
any such Submissions are original with
you or that you have the right to submit
such Submissions. You agree there shall
be no recourse against us for any
alleged or actual infringement or
misappropriation of any proprietary
right in your Submissions.
12. THIRD-PARTY
WEBSITES AND
CONTENT
The Site may contain
(or you may be sent via
the Site) links to other
websites ("Third-Party
Websites") as well as
articles, photographs,
text, graphics,
pictures, designs,
music, sound, video,
information,
applications, software,
and other content or
items belonging to or
originating from third
parties ("Third-Party
Content"). Such
Third-Party Websites and
Third-Party Content are
not investigated,
monitored, or checked
for accuracy,
appropriateness, or
completeness by us, and
we are not responsible
for any Third-Party
Websites accessed
through the Site or any
Third-Party Content
posted on, available
through, or installed
from the Site, including
the content, accuracy,
offensiveness, opinions,
reliability, privacy
practices, or other
policies of or contained
in the Third-Party
Websites or the
Third-Party Content.
Inclusion of, linking
to, or permitting the
use or installation of
any Third-Party Websites
or any Third-Party
Content does not imply
approval or endorsement
thereof by us. If you
decide to leave the Site
and access the
Third-Party Websites or
to use or install any
Third-Party Content, you
do so at your own risk,
and you should be aware
these
Terms and
Conditions
no longer govern. You
should review the
applicable terms and
policies, including
privacy and data
gathering practices, of
any website to which you
navigate from the Site
or relating to any
applications you use or
install from the Site.
Any purchases you make
through Third-Party
Websites will be through
other websites and from
other companies, and we
take no responsibility
whatsoever in relation
to such purchases which
are exclusively between
you and the applicable
third party. You agree
and acknowledge that we
do not endorse the
products or services
offered on Third-Party
Websites and you shall
hold us harmless from
any harm caused by your
purchase of such
products or services.
Additionally, you shall
hold us harmless from
any losses sustained by
you or harm caused to
you relating to or
resulting in any way
from any Third-Party
Content or any contact
with Third-Party
Websites.
13. U.S. GOVERNMENT
RIGHTS
Our services are “commercial items”
as defined in Federal Acquisition
Regulation (“FAR”) 2.101. If our
services are acquired by or on
behalf of any agency not within the
Department of Defense (“DOD”), our
services are subject to the terms of
these
Terms and Conditions
in accordance with FAR 12.212 (for
computer software) and FAR 12.211
(for technical data). If our
services are acquired by or on
behalf of any agency within the
Department of Defense, our services
are subject to the terms of these
Terms and Conditions
in accordance with Defense Federal
Acquisition Regulation (“DFARS”)
227.7202-3. In addition, DFARS
252.227-7015 applies to technical data
acquired by the DOD. This U.S.
Government Rights clause is in lieu
of, and supersedes, any other FAR,
DFARS, or other clause or provision
that addresses government rights in
computer software or technical data
under these
Terms and Conditions.
We reserve the right, but not the
obligation, to: (1) monitor the Site for
violations of these
Terms and Conditions; (2) take appropriate legal action
against anyone who, in our sole
discretion, violates the law or these
Terms and Conditions, including without limitation,
reporting such user to law enforcement
authorities; (3) in our sole discretion
and without limitation, refuse, restrict
access to, limit the availability of, or
disable (to the extent technologically
feasible) any of your Contributions or
any portion thereof; (4) in our sole
discretion and without limitation,
notice, or liability, to remove from the
Site or otherwise disable all files and
content that are excessive in size or
are in any way burdensome to our
systems; and (5) otherwise manage the
Site in a manner designed to protect our
rights and property and to facilitate
the proper functioning of the
Site.
We care about data
privacy and
security. By using
the Site, you agree
to be bound by our
Privacy Policy
posted on the Site,
which is
incorporated into
these
Terms and
Conditions. Please be advised
the Site is hosted
in
France. If you access the
Site from any other
region of the world
with laws or other
requirements
governing personal
data collection,
use, or disclosure
that differ from
applicable laws in
France, then through your
continued use of the
Site, you are
transferring your
data to
France, and you agree to
have your data
transferred to and
processed in
France.
16. COPYRIGHT
INFRINGEMENTS
We respect the intellectual
property rights of others.
If you believe that any
material available on or
through the Site infringes
upon any copyright you own
or control, please
immediately notify us using
the contact information
provided below (a
“Notification”). A copy of
your Notification will be
sent to the person who
posted or stored the
material addressed in the
Notification. Please be
advised that pursuant to
applicable law you may be
held liable for damages if
you make material
misrepresentations in a
Notification. Thus, if you
are not sure that material
located on or linked to by
the Site infringes your
copyright, you should
consider first contacting an
attorney.
These
Terms and Conditions
shall remain in full force and effect
while you use the Site. WITHOUT LIMITING
ANY OTHER PROVISION OF THESE
TERMS AND CONDITIONS, WE RESERVE THE RIGHT TO, IN OUR SOLE
DISCRETION AND WITHOUT NOTICE OR
LIABILITY, DENY ACCESS TO AND USE OF THE
SITE (INCLUDING BLOCKING CERTAIN IP
ADDRESSES), TO ANY PERSON FOR ANY REASON
OR FOR NO REASON, INCLUDING WITHOUT
LIMITATION FOR BREACH OF ANY
REPRESENTATION, WARRANTY, OR COVENANT
CONTAINED IN THESE
TERMS AND CONDITIONS
OR OF ANY APPLICABLE LAW OR REGULATION.
WE MAY TERMINATE YOUR USE OR
PARTICIPATION IN THE SITE OR DELETE
YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU
POSTED AT ANY TIME, WITHOUT WARNING, IN
OUR SOLE DISCRETION.
If we terminate or suspend your
account for any reason, you are
prohibited from registering and
creating a new account under your
name, a fake or borrowed name, or
the name of any third party, even if
you may be acting on behalf of the
third party. In addition to
terminating or suspending your
account, we reserve the right to
take appropriate legal action,
including without limitation
pursuing civil, criminal, and
injunctive redress.
18. MODIFICATIONS AND
INTERRUPTIONS
We reserve the right to change, modify,
or remove the contents of the Site at
any time or for any reason at our sole
discretion without notice. However, we
have no obligation to update any
information on our Site. We also reserve
the right to modify or discontinue all
or part of the Site without notice at
any time. We will not be liable to you
or any third party for any modification,
price change, suspension, or
discontinuance of the Site.
We cannot guarantee the Site will be
available at all times. We may
experience hardware, software, or other
problems or need to perform maintenance
related to the Site, resulting in
interruptions, delays, or errors. We
reserve the right to change, revise,
update, suspend, discontinue, or
otherwise modify the Site at any time or
for any reason without notice to you.
You agree that we have no liability
whatsoever for any loss, damage, or
inconvenience caused by your inability
to access or use the Site during any
downtime or discontinuance of the Site.
Nothing in these
Terms and Conditions
will be construed to obligate us to
maintain and support the Site or to
supply any corrections, updates, or
releases in connection therewith.
These conditions are governed by and
interpreted following the laws of
France, and the use of the United Nations
Convention of Contracts for the
International Sale of Goods is expressly
excluded. If your habitual residence is
in the EU, and you are a consumer, you
additionally possess the protection
provided to you by obligatory provisions
of the law of your country of residence.
Wylog
and yourself both agree to submit to the
non-exclusive jurisdiction of the courts
of
Paris, which
means that you may make a claim to
defend your consumer protection rights
in regards to these Conditions of Use in
France, or in the EU country in which you
reside.
To expedite resolution and control the
cost of any dispute,
controversy, or claim
related to these
Terms and
Conditions
(each "Dispute" and
collectively, the
“Disputes”) brought by
either you or us
(individually, a “Party” and
collectively, the
“Parties”), the Parties
agree to first attempt to
negotiate any Dispute
(except those Disputes
expressly provided below)
informally for at least
thirty (30)
days before initiating
arbitration. Such informal
negotiations commence upon
written notice from one
Party to the other
Party.
Any dispute arising from the relationships
between the Parties to this contract shall
be determined by one arbitrator who will be
chosen in accordance with the Arbitration
and Internal Rules of the European Court of
Arbitration being part of the European
Centre of Arbitration having its seat in
Strasbourg, and which are in force at the
time the application for arbitration is
filed, and of which adoption of this clause
constitutes acceptance. The seat of
arbitration shall be
Paris,
France. The
language of the proceedings shall be
French.
Applicable rules of substantive law shall be
the law of
France.
Restrictions
The Parties agree that any arbitration
shall be limited to the Dispute between the
Parties individually. To the full extent
permitted by law, (a) no arbitration shall
be joined with any other proceeding; (b)
there is no right or authority for any
Dispute to be arbitrated on a class-action
basis or to utilize class action procedures;
and (c) there is no right or authority for
any Dispute to be brought in a purported
representative capacity on behalf of the
general public or any other persons.
Exceptions to Informal Negotiations and
Arbitration
The
Parties agree that the following Disputes
are not subject to the above provisions
concerning informal negotiations and binding
arbitration: (a) any Disputes seeking to
enforce or protect, or concerning the
validity of, any of the intellectual
property rights of a Party; (b) any Dispute
related to, or arising from, allegations of
theft, piracy, invasion of privacy, or
unauthorized use; and (c) any claim for
injunctive relief. If this provision is
found to be illegal or unenforceable, then
neither Party will elect to arbitrate any
Dispute falling within that portion of this
provision found to be illegal or
unenforceable and such Dispute shall be
decided by a court of competent jurisdiction
within the courts listed for jurisdiction
above, and the Parties agree to submit to
the personal jurisdiction of that
court.
21. CORRECTIONS
There may be information on the Site that
contains typographical errors, inaccuracies,
or omissions, including descriptions,
pricing, availability, and various other
information. We reserve the right to correct
any errors, inaccuracies, or omissions and
to change or update the information on the
Site at any time, without prior
notice.
22. DISCLAIMER
THE SITE IS PROVIDED ON AN AS-IS AND
AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE
OF THE SITE AND OUR SERVICES WILL BE AT YOUR
SOLE RISK. TO THE FULLEST EXTENT PERMITTED
BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS
OR IMPLIED, IN CONNECTION WITH THE SITE AND
YOUR USE THEREOF, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO
WARRANTIES OR REPRESENTATIONS ABOUT THE
ACCURACY OR COMPLETENESS OF THE SITE’S
CONTENT OR THE CONTENT OF ANY WEBSITES
LINKED TO THE SITE AND WE WILL ASSUME NO
LIABILITY OR RESPONSIBILITY FOR ANY (1)
ERRORS, MISTAKES, OR INACCURACIES OF CONTENT
AND MATERIALS, (2) PERSONAL INJURY OR
PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER,
RESULTING FROM YOUR ACCESS TO AND USE OF THE
SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE
OF OUR SECURE SERVERS AND/OR ANY AND ALL
PERSONAL INFORMATION AND/OR FINANCIAL
INFORMATION STORED THEREIN, (4) ANY
INTERRUPTION OR CESSATION OF TRANSMISSION TO
OR FROM THE SITE, (5) ANY BUGS, VIRUSES,
TROJAN HORSES, OR THE LIKE WHICH MAY BE
TRANSMITTED TO OR THROUGH THE SITE BY ANY
THIRD PARTY, AND/OR (6) ANY ERRORS OR
OMISSIONS IN ANY CONTENT AND MATERIALS OR
FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED
AS A RESULT OF THE USE OF ANY CONTENT
POSTED, TRANSMITTED, OR OTHERWISE MADE
AVAILABLE VIA THE SITE. WE DO NOT WARRANT,
ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY
FOR ANY PRODUCT OR SERVICE ADVERTISED OR
OFFERED BY A THIRD PARTY THROUGH THE SITE,
ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR
MOBILE APPLICATION FEATURED IN ANY BANNER OR
OTHER ADVERTISING, AND WE WILL NOT BE A
PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR
MONITORING ANY TRANSACTION BETWEEN YOU AND
ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR
SERVICES. AS WITH THE PURCHASE OF A PRODUCT
OR SERVICE THROUGH ANY MEDIUM OR IN ANY
ENVIRONMENT, YOU SHOULD USE YOUR BEST
JUDGMENT AND EXERCISE CAUTION WHERE
APPROPRIATE.
23. LIMITATIONS OF LIABILITY
IN
NO EVENT WILL WE OR OUR DIRECTORS,
EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR
ANY THIRD PARTY FOR ANY DIRECT,
INDIRECT, CONSEQUENTIAL, EXEMPLARY,
INCIDENTAL, SPECIAL, OR PUNITIVE
DAMAGES, INCLUDING LOST PROFIT, LOST
REVENUE, LOSS OF DATA, OR OTHER DAMAGES
ARISING FROM YOUR USE OF THE SITE, EVEN
IF WE HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE
CONTRARY CONTAINED
HEREIN, OUR LIABILITY TO
YOU FOR ANY CAUSE
WHATSOEVER AND
REGARDLESS OF THE FORM
OF THE ACTION, WILL AT
ALL TIMES BE LIMITED TO
THE
AMOUNT
PAID, IF
ANY,
BY
YOU
TO
US.
CERTAIN
US
STATE
LAWS
AND
INTERNATIONAL
LAWS
DO
NOT
ALLOW
LIMITATIONS
ON
IMPLIED
WARRANTIES
OR
THE
EXCLUSION
OR
LIMITATION
OF
CERTAIN
DAMAGES.
IF
THESE
LAWS
APPLY
TO
YOU,
SOME
OR
ALL
OF
THE
ABOVE
DISCLAIMERS
OR
LIMITATIONS
MAY
NOT
APPLY
TO
YOU,
AND
YOU
MAY
HAVE
ADDITIONAL
RIGHTS.
24. INDEMNIFICATION
You agree to defend, indemnify, and hold us
harmless, including our subsidiaries,
affiliates, and all of our respective
officers, agents, partners, and employees,
from and against any loss, damage,
liability, claim, or demand, including
reasonable attorneys’ fees and expenses,
made by any third party due to or arising
out of:
(1) your Contributions; (2) use of the Site; (3) breach of these
Terms and Conditions; (4) any breach of your representations
and warranties set forth in these
Terms and Conditions; (5) your violation of the rights of a
third party, including but not limited to
intellectual property rights; or (6) any
overt harmful act toward any other user of
the Site with whom you connected via the
Site. Notwithstanding the foregoing, we
reserve the right, at your expense, to
assume the exclusive defense and control of
any matter for which you are required to
indemnify us, and you agree to cooperate, at
your expense, with our defense of such
claims. We will use reasonable efforts to
notify you of any such claim, action, or
proceeding which is subject to this
indemnification upon becoming aware of
it.
25. USER DATA
We will maintain certain data that you
transmit to the Site for the purpose of
managing the performance of the Site, as
well as data relating to your use of the
Site. Although we perform regular routine
backups of data, you are solely responsible
for all data that you transmit or that
relates to any activity you have undertaken
using the Site. You agree that we shall have
no liability to you for any loss or
corruption of any such data, and you hereby
waive any right of action against us arising
from any such loss or corruption of such
data.
26. ELECTRONIC COMMUNICATIONS,
TRANSACTIONS, AND SIGNATURES
Visiting
the Site, sending us emails, and
completing online forms constitute
electronic communications. You consent
to receive electronic communications,
and you agree that all agreements,
notices, disclosures, and other
communications we provide to you
electronically, via email and on the
Site, satisfy any legal requirement that
such communication be in writing. YOU
HEREBY AGREE TO THE USE OF ELECTRONIC
SIGNATURES, CONTRACTS, ORDERS, AND OTHER
RECORDS, AND TO ELECTRONIC DELIVERY OF
NOTICES, POLICIES, AND RECORDS OF
TRANSACTIONS INITIATED OR COMPLETED BY
US OR VIA THE SITE. You hereby waive any
rights or requirements under any
statutes, regulations, rules,
ordinances, or other laws in any
jurisdiction which require an original
signature or delivery or retention of
non-electronic records, or to payments
or the granting of credits by any means
other than electronic means.
27. CALIFORNIA USERS AND
RESIDENTS
If any complaint with us is not
satisfactorily resolved, you can contact the
Complaint Assistance Unit of the Division of
Consumer Services of the California
Department of Consumer Affairs in writing at
1625 North Market Blvd., Suite N 112,
Sacramento, California 95834 or by telephone
at (800) 952-5210 or (916) 445-1254.
28. MISCELLANEOUS
These Terms and Conditions
and any policies or operating rules posted
by us on the Site or in respect to the Site
constitute the entire agreement and
understanding between you and us. Our
failure to exercise or enforce any right or
provision of these
Terms and Conditions
shall not operate as a waiver of such right
or provision. These
Terms and Conditions
operate to the fullest extent permissible by
law. We may assign any or all of our rights
and obligations to others at any time. We
shall not be responsible or liable for any
loss, damage, delay, or failure to act
caused by any cause beyond our reasonable
control. If any provision or part of a
provision of these
Terms and Conditions
is determined to be unlawful, void, or
unenforceable, that provision or part of the
provision is deemed severable from these
Terms and Conditions
and does not affect the validity and
enforceability of any remaining provisions.
There is no joint venture, partnership,
employment or agency relationship created
between you and us as a result of these
Terms and Conditions
or use of the Site. You agree that these
Terms and Conditions
will not be construed against us by virtue
of having drafted them. You hereby waive any
and all defenses you may have based on the
electronic form of these
Terms and Conditions
and the lack of signing by the parties
hereto to execute these
Terms and Conditions.
__________
29. CONTACT US
In order to resolve a complaint regarding
the Site or to receive further
information regarding use of the Site,
please contact us at:
Wylog
23-25 rue Jean-Jacques Rousseau
PARIS
France
__________