WEBSITE USAGE AGREEMENT
This Website Usage Agreement ("Agreement") is between you ("User") and SpareParts HardWear LLC. ("Company"). In consideration of the right to access and use the Company's Websites, http://www.myspare.com, ("Website"), User agrees to the terms and conditions of use set forth in this Agreement. User's continued use of the Website indicates User's willingness to be legally bound by the terms and conditions of this Agreement as set forth below.
1. Covenant to Read Agreement.
User acknowledges that User has read the terms and conditions of use and accepts the terms thereof. USER AGREES TO READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING OR SUBSCRIBING TO THE WEBSITE. If User does not agree to these terms and conditions of use, User may not access or otherwise use the Website.
(a) You must be eighteen or over to register as a member of Website or Company and the viewing of Website's or Company's content is legal in your community. Membership in the Service is void where prohibited. By using and/or viewing this site, you represent and warrant that you have the right, authority, and capacity to enter into this agreement and to abide by all of the terms and conditions of this agreement and that you are at least 18-years old - who are interested in and wish to have access to visual images, verbal and written descriptions and audio sounds of a sexually oriented, and frankly erotic nature. The materials, which are available within this site may include graphic visual depictions and descriptions of nudity and sexual activity and should not be accessed by anyone who is younger than 18-years old or who is offended by such materials or who does not wish to be exposed to such materials.
(b) User will have certified that the pictures submitted are of individuals 18 years of age or older and all primary producers have certified that they have complied with 28 C.F.R. 75 thereby exempting Company from the record keeping requirements of 18 U.S.C. 2257(a)--(c). Company is not the primary or secondary producer (as defined in 18 USC section 2257 or subsequent case law) of any of the visual content contained in the Website.
2. Company's Control Over Website
(b) Company reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the Website.
(c) Company reserves the right at all times to disclose any information as necessary to satisfy any law, regulation or government request.
(d) The posting of content, profiles or other information (collectively, the "User Information") on the Website is subject to the prior approval of Company. Company has the right, in its sole discretion, to use and post User's name in connection with any User Information submitted by User. Company reserves the right, in its sole discretion, to edit, refuse to post, or to remove any information or materials, for any reason, including, but not limited to the User Information.
(e) Company reserves the right, at its sole discretion, to change, modify, add or remove any portion of this Agreement, in whole or in part, at any time. Notification of changes in the Agreement will be posted on the Website. Amendments to the Agreement will take effect immediately upon being posted to the Website, and User's continued use of the Website constitutes User's acceptance thereof.
(f) Company may change, suspend or discontinue any aspect of the Website at any time, including, but not limited to, content, database, hours of availability, and equipment needed for access or use.
(g) Company may also impose limits on certain features and services or restrict User's access to parts or the entire Website without notice or liability.
3. Intellectual Property Rights
(a) The Website is protected by copyright under United States copyright laws, international conventions, and other copyright laws. The Company's logo, slogans, and other distinctive designs are protected by the state, national, and international laws of trademark, trade dress, and unfair competition.
(b) All materials contained within the Website (the "Content") are protected by copyright, and are owned or controlled by Company or the party credited as the provider thereof. User will abide by any and all additional copyright notices, information, or restrictions contained in any Content on the Website. User will have certified that the pictures submitted are of individuals 18 years of age or older and all primary producers have certified that they have complied with 28 C.F.R. 75 thereby exempting Company from the record keeping requirements of 18 U.S.C. 2257(a)--(c). Company is not the primary or secondary producer (as defined in 18 USC section 2257 or subsequent case law) of any of the visual content contained in the Website.
(c) User MAY NOT download and make copies of the Content and other downloadable items displayed on the Website for personal, non commercial use. Copying or storing of any Content for other than User's personal, non commercial use is expressly prohibited without the prior written consent of the Company or the copyright holder identified in the individual Content's copyright notice.
(d) By posting messages and User Information, uploading files, inputting data or engaging in any other form of communication (individually or collectively "Communications") to the Website, User hereby grants to Company a perpetual, world-wide, irrevocable, unrestricted, non-exclusive, royalty-free license to use, copy, license, sublicense, adapt, distribute, display, publicly perform, reproduce, transmit, modify, edit, prepare derivative works based on, and otherwise exploit such Communications, subject to Section 4, Privacy, in all manners and in all media now known or hereafter developed.
(e) User hereby waives all rights to any claim against the Company for any alleged or actual infringements of any intellectual property rights, proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with such Communications.
5. User's Covenants.
User represents warrants and covenants:
(a) That User shall not upload post or transmit to or distribute or otherwise publish through the Website any materials which:
(i) Restrict or inhibit any other user from using and enjoying the Website,
(ii) Are unlawful, threatening, harassing, abusive, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit or indecent,
(iii) Constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law,
(iv) violate, plagiarize, or infringe the rights of third parties, including, but not strictly limited to, copyright, trademark, patent, rights of privacy or publicity or any other proprietary rights,
(v) contain any viruses, Trojan horses, worms, time bombs, cancel bots, or other harmful components that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information,
(vi) Contain any information, software or other material of a commercial nature,
(vii) Contain advertising of any kind, or
(viii) Constitute or contain false or misleading indications of origin or statements.
(b) User further promises not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Website or any business being conducted on the Website. User may not take any action which imposes an unreasonable or disproportionately large load on the Website's infrastructure (e.g., the sending of mass e-mail or junk mail, known as "Spamming"). User may not disclose to or share User's account number or password with any third parties or use the password for any unauthorized purposes. User shall not link to the Website in any manner that would bypass the Website's home page. User shall not "frame" the Website or any portion thereof.
6. User's Acknowledgments
(b) User acknowledges that transmissions to and from this Website are not confidential and that User's Communications may be read or intercepted by others.
(c) User acknowledges that any reliance upon any opinion, advice, statement, memorandum, information, or other material contained in the Website or any of its links shall be at User's own risk.
(d) User is responsible for any and all fees, taxes, and expenses which may be incurred through the use of this Website or as the result of the purchase of products/services from within it.
(a) The Website contains links and pointers to other World Wide Web Internet sites, resources, and sponsors of the Website. Links to and from the Website to other third party sites, maintained by third parties, do not constitute an endorsement by Company or any of its subsidiaries or affiliates of any third party resources, or their contents.
(b) The Company does not represent or endorse the accuracy or reliability of any advice, opinion, or other information displayed or distributed through the Website.
(c) Company is not an author or editor of materials posted to the Website by users, and Company is not responsible for any such materials posted thereby.
(d) Company disclaims any and all responsibility for content contained in any third party materials provided through links on the Website.
(e) Company's sole responsibility and liability for goods and services offered through the Website, whether offered by the Company or third parties, is to refund the purchase price.
8. Disclaimer of Warranty
THE WEBSITE CONTAINS LINKS AND POINTERS TO OTHER WORLD WIDE WEB INTERNET SITES, RESOURCES AND SPONSORS OF THE WEB SITE. LINKS TO AND FROM THE WEBSITE TO OTHER THIRD PARTY SITES, MAINTAINED BY THIRD PARTIES, DO NOT CONSTITUTE AN ENDORSEMENT BY COMPANY OR ANY OF ITS SUBSIDIARIES OR AFFILIATES OF ANY THIRD PARTY RESOURCES, OR THEIR CONTENTS.
9. Indeminification. To the extent permitted by applicable law, You agree to indemnify and hold harmless, and upon Company's request, defend, Company, its directors, officers, employees, independent contractors and agents (each a "Company Indemnified Party") from any and all claims, losses, liabilities, damages, taxes, expenses and costs, including without limitation, attorneys fees and court costs (collectively, "Losses"), incurred by a Company Indemnified Party and arising from or related to any of the following: (i) Your breach of any certification, covenant, obligation, representation or warranty in this Agreement; (ii) any claims that you have violated or infringed any third party intellectual property or proprietary rights including but not limited to any metadata, related trademarks and logos, or images and other materials that You provide to Company under this Agreement; or (iii) Your use of the Company's Software or services.
10. Dispute Resolution and Choice of Law. This Agreement shall be governed by the procedural and substantive laws of the California, notwithstanding any otherwise applicable choice or conflict of law provisions to the contrary. In the event that the parties cannot negotiate a resolution of any dispute, then the parties agree to submit their dispute to mediation, and then to arbitration, in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The place of any meditation or arbitration shall be Los Angeles. The prevailing party in any arbitration shall be entitled to reasonable attorneys’ fees and expenses.
11. Equitable Relief. Notwithstanding the foregoing, User acknowledges that the performance of its obligations hereunder and the rights and licenses assigned to Company hereunder may be of a unique, unusual, extraordinary and intellectual character which could give them a special value, the loss of which may not be reasonably or adequately compensated in damages in an action at law, that a breach by User of this Agreement may cause Company great and irreparable injury and damage and, therefore, while expressly reserving all of Company's rights and remedies hereunder, Company will be entitled to seek injunctive relief to prevent such injury or damage.
12. Merger. This Agreement shall not be terminated by the merger or consolidation of Company into or with any other entity.
13. Confidentiality. Other than as may be required by law, or governmental authority, the parties agree that neither of them shall publicly divulge or announce, or in any manner disclose to any third party any of the specific terms and conditions of this Agreement and the parties further warrant and agree that none of their officers and directors will do so as well.
14. Assignment/Modification. Neither party shall assign their rights or delegate their duties hereunder without written consent of the other party. No amendment, change or modification of this Agreement shall be valid unless in writing signed by the parties hereto
15. Headings. Paragraph headings, as used in this Agreement, are for convenience only and are not a part hereof, and shall not be used to interpret any provision of this Agreement.
16. Waiver. Waiver by one party hereto of breach of any provision of this Agreement by the other shall not operate or be construed as a continuing waiver.
17. Entire Understanding. This document constitute the entire understanding and agreement of the parties, and any and all prior agreements, understandings, and representations are hereby terminated and canceled in their entirety and are of no further force and effect.
18. Unenforceability of Provisions. If any provision of this Agreement, or any portion thereof, is held to be invalid and unenforceable, then the remainder of this Agreement shall nevertheless remain in full force and effect.
19. Notices. Any and all notices, demands, or other communications required or desired to be given hereunder by any party shall be in writing and shall be validly given or made to another party if personally served, or if deposited in the United States mail, certified or registered, postage prepaid, return receipt requested. If such notice or demand is served personally, notice shall be deemed constructively made at the time of such personal service. If such notice, demand or other communication is given by mail, such notice shall be conclusively deemed given five days after deposit thereof in the United States mail addressed to the party to whom such notice, demand or other communication is to be given. Notices to Company shall be sent to;
2360 Corporate Circle, Suite 400
Henderson, NV 89074
Any party hereto may change its address for purposes of this Paragraph by written notice given in the manner provided herein.
20. Counterparts. This Agreement may be executed shall be as valid and enforceable under the Uniform Electronic Transactions Act as well as US ESign Act of 2000 as the original signature.
Your use of our website is governed and controlled by our Terms & Conditions which you have agreed to upon entering and/or upon using our website. If you do not agree to be bound by our Terms & Conditions, you must exit and leave our website immediately. In addition to such Terms & Conditions, we wish to notify you of some additional information as described below.
SpareParts HardWearLLC shall not be liable for any damages suffered resulting from the submission of your information to this site; furthermore, SpareParts HardWearLLC shall not be held responsible for any damages resulting from your use of this site including viewing, modification, submission, copying, distribution and downloading of any site material. In no event shall SpareParts HardWearLLC be liable to you for any indirect, punitive, special, exemplary, incidental and consequential damage (including loss of business, revenue, profits, use, data or other economic advantage) however it arises, whether for breach of contract or in tort, even if SpareParts HardWearLLC has been previously advised of the possibility of such damage. Any and all uploaded content must fall within the legal parameters of the United States. SpareParts HardWearLLC reserves the right to remove or edit anything that does not fit that requirement.
Accessing this web site or any parts thereof without permission comprises intentional unauthorized access of computers and data in our databases. Any such access to our computers, our agent's computers or our databases in excess of the permission we give you violates state, federal and foreign laws, including, without limitation, The Electronic Communications Privacy Act, 18 U.S.C. §§ 2701-2710, The Computer Fraud and Abuse Act, 18 U.S.C. § 1030 and The California Comprehensive Computer Data Access and Fraud Act, Cal. Penal Code §502.
Unauthorized access to this web site also constitutes one or more intentional infringements of our copyrights in the materials depicted on our web site. If you are under the age of 18 years, or under the age of majority in the location from where you are accessing this message, you do not have authorization or permission to enter this web site or access any of its materials.
Consequently if you are under the age of 18 years and proceed further you will be engaging in the unauthorized and unlawful access of our computers and data in our computers, and the infringement of our copyrights. If you are over the age of 18 years or otherwise over the age of majority in the location from which you have accessed this web site, you may enter this web site and access our computers and data ONLY if you agree to, and comply with, all the TERMS AND CONDITIONS.
You also acknowledge and agree that you are not offended by nudity and explicit depictions of sexual activity. By inserting your true birthday and by entering your initials below you will be e-signing this contract making it legally binding upon you. Further, by entering this web site you agree with all
the above and certify under penalty of perjury that you are over the age of 18 years and that you are an adult as the term "adult" is defined by the laws of the location in which you are currently located.
ANY AND ALL CONTACT IS MADE AT YOUR DISCRETION AND AT WILL. WE ASSUME NO RESPONSIBILITY OR LIABILITY FOR ANY CONTENT ON ANY OF OUR WEBSITE.
Our website is occasionally promoted by third party affiliate marketers who are not employed or controlled by us. While the promotional activities of affiliates are subject to contractual restrictions, we do not directly supervise, review or endorse these activities, and disclaim any and all liability associated with affiliate marketing activities. We adhere to the US-CAN SPAM Law and marketing through unsolicited commercial bulk email is strictly prohibited.
Information about SpareParts HardWearLLC Ads
The content of all ads appearing on this websites is provided by independent advertisers who are solely responsible for such content including, without limitation, all text and images. The ads are provided for informational purposes only. We do not control, supervise, verify, investigate, authenticate or endorse any of the content, information, materials, communications or representations posted on our website. We assume no responsibility or liability for any content, including, without limitation, the accuracy, completeness, or truthfulness of the ads.
We cannot and will not make referrals. We do not endorse nor are we affiliated with any of the advertisers. All use of the content and all contact with the adult entertainers is done voluntarily at your sole discretion and as such, you assume all risks in doing so.
Our websites are occasionally promoted by third party affiliate marketers who are not employed or controlled by us. While the promotional activities of affiliates are subject to contractual restrictions, we do not directly supervise, review or endorse these activities, and disclaim any and all liability associated with affiliate marketing activities. Marketing through unsolicited commercial bulk email is strictly prohibited.
Digital Millennium Copyright Act
It is our policy to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act (the text of which can be found at the U.S. Copyright Office Web Site, http://lcWeb.loc.gov/copyright/) and other applicable intellectual property laws. Responses may include removing or disabling
Access to material claimed to be the subject of infringing activity and/or terminating subscribers. If we remove or disable access in response to such a notice, we will make a good-faith attempt to contact the owner or administrator of the affected site or content so that they may make a counter notification pursuant to sections 512(g)(2) and (3) of that Act. It is our policy to document all notices of alleged infringement on which we act. As with all legal notices, a copy of the notice may be sent to one or more third parties who may make it available to the public.
Infringement Notification for Web Search and all other products
To file a notice of infringement with us, you must provide a written communication (by email, fax or regular mail) that sets forth the items specified below. Please note that you will be liable for damages (including costs and attorneys' fees) if you materially misrepresent that a product or activity is infringing your copyrights. Indeed, in a recent case (please see http://www.onlinepolicy.org/action/legpolicy/opg_v_diebold/ for more information), a company that sent an infringement notification seeking removal of online materials that were protected by the fair use doctrine was ordered to pay such costs and attorneys fees. The company agreed to pay over $100,000. Accordingly, if you are not sure whether material available online infringes your copyright, we suggest that you first contact an attorney.
To expedite our ability to process your request, please use the following format (including section numbers):
Identify in sufficient detail the copyrighted work that you believe has been infringed upon (for example, "The copyrighted work at issue is the text that appears on http://www.legal.com/legal_page.html") or other information sufficient to specify the copyrighted work being infringed (for example, "The copyrighted work at issue is the "Touch Not This Cat" by Dudley Smith, published by Smith Publishing, ISBN #0123456789?).
Identify the material that you claim is infringing the copyrighted work listed in item #1 above.
FOR WEB SEARCH, YOU MUST IDENTIFY EACH SEARCH RESULT THAT DIRECTLY LINKS TO A WEB PAGE THAT ALLEGEDLY CONTAINS INFRINGING MATERIAL. This requires you to provide (a) the search query that you used, and (b) the URL for each allegedly infringing search result.
If you are sending a large number of URLs in one removal request, please also send an electronic copy of the notice to [enter email address] Provide information reasonably sufficient to permit us to contact you (email address is preferred). Provide information, if possible, sufficient to permit us to notify the owner/administrator of the allegedly infringing webpage or other content (email address is preferred).
Include the following statement: "I have a good faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent, or the law."
Include the following statement: "I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed."
Sign the paper.
Send the written communication to the following address:
2360 Corporate Circle, Suite 400
Henderson, NV 89074
Attn: DMCA Complaints
The administrator of an affected site or the provider of affected content may make a counter notification pursuant to sections 512(g)(2) and (3) of the Digital Millennium Copyright Act. When we receive a counter notification, we may reinstate the material in question.
To file a counter notification with us, you must provide a written communication (by email, fax or regular mail) that sets forth the items specified below. Please note that you will be liable for damages (including costs and attorneys' fees) if you materially misrepresent that a product or activity is not infringing the copyrights of others. Accordingly, if you are not sure whether certain material infringes the copyrights of others, we suggest that you first contact an attorney.
To expedite our ability to process your counter notification, please use the following format (including section numbers):
Identify the specific URLs or other unique identifying information of material that we have removed or to which we have disabled access.
Provide your name, address, telephone number, email address, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located (or [insert your federal judical district] if your address is outside of the United States), and that you will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.
Include the following statement: "I swear, under penalty of perjury, that I have a good faith belief that each search result, message, or other item of content identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled, or that the material identified by the complainant has been removed or disabled at the URL identified and will no longer be shown."
Sign the paper.
Send the written communication to the following address:
2360 Corporate Circle, Suite 400
Henderson, NV 89074
Attn: DMCA Complaints
If you have a serious legal problem we suggest that you consult an attorney.