Terms and Conditions of Use
Effective January 20th, 2010
Carbonmade, Inc. (“Us”, “We” or “Our”) welcomes you (“You” or “Your”) to Our website (“Service”). You will find below the terms and conditions which You must accept before (and while) You use the Service.
1. Acceptance of Terms.
We provide the Service to You, subject to the following terms and conditions (“Terms“) which may be updated by Us from time to time without notice to You. The most current version of the Terms may be found at http://carbonmade.com/terms. Additionally, You will be subject to additional terms and conditions, including, but not limited to the terms and conditions which relate to other services We may offer to You from time to time (“Other Policies”).
2. Description of Services.
We provide the Service to provide information relating the products and services we offer. We will host the Service and may update the content, functionality, and interfaces of the Service from time to time. Unless explicitly stated otherwise, any new features that augment or enhance the Service will be subject to these Terms and such Other Policies that accompany the new features.
3. Your Rights to Use the Service.
You acknowledge and agree that the Service contains proprietary and confidential information that is Our property and/or property of Our licensors and is protected by laws. Subject to the Terms, We grant to You a non-exclusive, non-transferable and terminable license to use the Service. You understand and agree that rights granted to You are provided on the condition that You do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble, disassemble, decompile, publicly display, publicly sell, lease, or transfer the Service or any part thereof or likewise attempt to discover any source code, modify the Service in any manner or form, or use unauthorized modified versions of the Service, including (without limitation) for the purpose of building a similar or competitive product or service or for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than the interfaces that We provide to You. You are expressly prohibited from sublicensing the Service to any third party or permitting any Person other than You to use the Service. We do not guarantee the accuracy, integrity or the usefulness of the Content available via the Service.
You understand and agree that all information, including, but not limited to, text, graphics, pictures, video, links, addresses, data, functionality and other materials (“Content”) that You or a third party allow, submit, post, obtain, email or transmit (or the like) to the Service (collectively, “Your Content”) is Your responsibility and not Our responsibility. We do not control Your Content nor do We have any obligation to review, refuse, or remove any Content available via the Service; however, We reserve the right to remove any Content available via the Service at any time. Circumstances under which We may remove Your Content include, but are not limited to, violation of the terms of this Agreement, abuse of the Service, notification of possible infringement of another’s rights, privacy concerns, compliance with laws and in the assistance of law enforcement. Additionally, We do not guarantee the accuracy, integrity or the usefulness of Your Content.
You understand We may temporarily disable your account if You use more than 100 GB/transfer month. You understand if You downgrade features relating to Your account, You may lose portions of Your Content and agree that We will have no liability to You of any kind or nature arising out of or related to loss of Your Content.
5. Content and Obligations.
You understand and agree that We reserve the right to modify, suspend or discontinue any part or all of the Service at anytime without notice to You and that We will not be liable to You or to any third party for doing so. Additionally, You understand and agree that We may, without notice to You, access, preserve, and disclose Your Content if required to do so by law, or if, in Our reasonable judgment such is reasonably necessary to: (a) comply with Your requests for assistance with the Service; (b) comply with legal process; or (c) address claims from third parties that Your Content violates their rights.
You agree to provide accurate, current and complete information and to use commercially reasonable efforts to maintain and promptly update the information to keep it accurate, current and complete. You agree that if You provide information that is intentionally inaccurate, not current or incomplete in a material way, or We have reasonable grounds to believe that such information is untrue, inaccurate, not current or complete in a material way, We have the right to suspend or terminate your use of the Service or any portion thereof.
You understand and agree that You will provide to Us, and We will provide to You certain information, some of which may be considered to be confidential information. Confidential information will remain the sole and exclusive property of the party disclosing the confidential information and may not be disclosed to any third party without the prior written consent of the party disclosing the confidential information. We agree to protect Your confidential information in the same manner We protect the confidentiality of similar information and data of Our own, and at all times We will exercise no less than a reasonable degree of care. Similarly, You agree to protect Our confidential information in the same manner You protect the confidentiality of similar information and data of Your own, and at all times, You will exercise no less than a reasonable degree of care. Items will not be deemed to be confidential information: (i) if they are available to the public, (ii) if they are rightfully received from a third party who is not in breach of any obligation of confidentiality to You or Us, as applicable, (iii) if they are independently developed by You or Us without use of the confidential information; (iv) if they are known to You or Us at the time they are disclosed (other than under a separate confidentiality obligation); or (v) if they are produced in compliance with applicable law or a court order, provided the other party is given reasonable notice of the same.
You authorize Us to: (1) disclose the master username and master password that is used to access Your data in the Service to those persons to whom You have authorized Us in writing to disclose to; and (2) send electronic and other transmissions (pursuant to any additional oral or written instructions that You may give to Us from time to time) of any current and future data that is loaded into the Service (the “Electronic Transmissions”) to those persons to whom You have authorized Us in writing to disclose to.
6. Payments, Renewals, Taxes.
All payments due are in U.S. dollars unless otherwise indicated. We accept credit cards and PayPal as payment sources. All payments are final and non-refundable, except in Our sole discretion. If Your use of the Service is terminated for any reason, whether by You or by Us, You will lose and forfeit any time remaining on Your account with Us.
You must select from the following types of subscriptions for the Service: (i) yearly; or (ii) month-to-month. All types of the Service are defaulted to renew automatically. Accordingly, as of the anniversary date of Your subscription, You will be charged the current rate We charge for Your type of subscription to the Service. Your account is provided with the functionality to cancel future automatic renewals.
You authorize us to bill the payment source You provide to Us for all applicable fees. If Your payment source is declined at any time (including, but not limited to situations where we seek authorizations or charge attempts), we may make up to two attempts to reprocess Your payment source. We reserve the right to disable or cancel Your use of Service immediately. We reserve the right to charge interest on all of your past due accounts. Interest shall accrue at the rate of one and one-half percent per month or the highest maximum rate permitted by law, whichever is less, from the date such payment was due until fully satisfied. You are responsible for all of Our reasonable expenses (including attorneys’ fees) incurred by Us relating to collection activities associated with Your past due accounts.
You are responsible for all taxes associated with Your use of the Service. If We are required to collect or pay any taxes relating to Your use of the Service, You will be charged for all such taxes. If You are tax exempt, you must provide Use with a valid tax exempt certificate authorized from the appropriate taxing authority.
7. Access and Security.
You are responsible for: (a) the security of the Service We provide to You, including, but not limited to Your access and You are responsible for all activities that occur under the Service; (b) any act or omission by You relating to access to and use of the Service; and (c) implementing security and other policies and procedures necessary to limit access to the Service, including, but not limited to, the maintenance of the confidentiality of all usernames and passwords provided by Us or created as part of the Service. You agree to immediately notify Us of any attempted or actual unauthorized access or use of the Service and/or any other breaches of security. You acknowledge and agree that We will not be liable, directly or indirectly, for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.
You understand that the technical processing and transmission of Your electronic communications is fundamentally necessary to Your use of the Service. You expressly consent to Our interception and storage of electronic communications and/or Your data, and You understand that Your electronic communications will involve transmission over the Internet, and over various networks, only part of which may be owned and/or operated by Us. You understand that changes to Your electronic communications may occur in order to conform and adapt such data to the technical requirements of connecting networks and devices. You understand that electronic communications may be accessed by unauthorized parties when communicated across the Internet, network communications facilities, telephone, or other electronic means. You agree that We are not responsible for any electronic communication and/or Your data which are lost, altered, intercepted or stored without authorization during the transmission of any data whatsoever across networks not owned and/or operated by Us.
8. Service Termination.
You may cancel Your use of the Service at any time by following the instructions located at http://carbonmade.com/help/billing/how-do-i-cancel-my-account. You are solely responsible for cancelling your account before the next invoice period. You understand and agree that We may immediately terminate Your right to use the Service without notice to You under certain circumstances, including, but not limited to:
- breaches of the Terms or Other Policies;
- requests by law enforcement, government agencies or court order;
- security and technical issues or problems;
- non-payment of any fees owed by You; or
- extended periods of inactivity.
If We terminate Your right to use the Service, You understand and agree that We may delete all of Your Content (and any Content associated with You) and that We will not be liable to You or any third party, for any termination of Your right to use the Service or for the deletion of Your Content.
Upon termination, We will have no further obligation to grant You any access to or use of the Service.
9. Links and Dealings with Outside Parties.
We have no control over any links or other resources available to You via the Service and Your interaction with and third parties via the Service are solely between You and such parties. We are not responsible for the availability of such external sites or resources, and do not endorse any content, advertising, products, or other materials on or available from such sites or resources. You agree that We will not be liable, directly or indirectly for any loss or damage of any kind or nature arising out of or related to, or incurred in reliance upon, any such interactions, links, resources or content.
10. Your Indemnification of Us.
You will indemnify, defend, and hold harmless Us from and against all liabilities, damages, and costs (including, but not limited to, reasonable attorneys’ fees and all settlement costs) arising out of or related to a third party claim: (i) regarding Your Content; (ii) Your infringement or misappropriation any patent, copyright, trade secret or trademark of any third party; or (iii) regarding Your use of the Services in violation of the Terms.
11. Representations and Warranties.
You represent and warrant that:
- all of the information You provide to Us is correct;
- You have all necessary right, power and authority to enter into this agreement and to perform the acts required of You under this agreement;
- You own or otherwise have the right to use, post, and disclose Your Content on the Service and that the use of such Content will not infringe or violate any of the rights of any third party pursuant to applicable laws (and hereby grant to Us the right to use, reproduce, display, perform, adapt, modify, distribute and have Your Content distributed);
- You will not harasses or causes distress or inconvenience to any person via the transmission of obscene or offensive Content;
- You will not disrupt the normal flow of any access to, or use of, the Service;
- You agree to comply with all local rules regarding online conduct and acceptable Content; and
- You will comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which You reside.
12. DISCLAIMER OF WARRANTIES.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
- YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT;
- WE MAKE NO WARRANTY THAT: (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE TIMELY, SECURE OR ERROR-FREE OR OPERATE IN AN UNINTERRUPTED FASHION; (iii) ANYTHING GENERATED BY OR OBTAINED FROM THE SERVICE WILL BE ACCURATE OR RELIABLE; AND (iv) ANY ERRORS WILL BE CORRECTED; AND
- ANY MATERIALS OBTAINED VIA THE SERVICE SHALL BE SOLELY AT YOUR RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER, SYSTEMS OR OTHERWISE OR LOSS OF DATA THAT RESULTS FROM ANYTHING OBTAINED VIA THE SERVICE.
13. LIMITATION OF LIABILITY.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE (INCLUDING ALL OF OUR SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, EMPLOYEES AND LICENSORS) SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF USE, LOSS OF DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF OBTAINING SUBSTITUTE GOODS OR SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE. WE SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT DAMAGES ARISING OUT OF OR RELATED TO THE SERVICE EXCEEDING THE AMOUNTS PAID BY YOU FOR THE SERVICE IN THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT WHICH GAVE RISE TO THE CLAIM.
14. EXCLUSIONS AND LIMITATIONS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH IN SECTIONS 11 AND 12 ABOVE MAY NOT APPLY TO YOU.
15. Copyright Dispute Policy
We are dedicated to operating in accordance with the U.S. Copyright Law and ask You to comply as well. The Digital Millennium Copyright Act of 1998 ("DMCA") provides owners of copyrighted material who suspect that their rights under U.S. Copyright Law have been violated with certain remedies. One such remedy is contacting the Internet service provider’s designated agent to report suspected infringements that appear on Web pages hosted by that Internet service provider.
If We receive a notification of suspected copyright infringement, and assuming the notification satisfies the requirements of the DCMA (discussed below), We may remove or prohibit access to such materials. However, You may submit to Us a counter-notice if you believe such notice of suspected copyright infringement was mistakenly filed.
We advise You to seek legal counsel if: (i) You believe Your copyrights have been infringed, or (ii) if a notice of copyright infringement has been filed against You. We will not be involved as a party to disputes over alleged copyright infringement and you agree to indemnify, defend and hold us harmless from and against any costs, damages or expenses (including reasonable attorney fees) We incur arising out of or related to any alleged or actual infringement involving You.
We reserve the right to terminate Your account or remove any content if We, in our sole discretion, believe the DMCA notification meets the criteria listed below.
Notification of Claimed Copyright Infringement
If You believe Your copyrights have been infringed because of material appearing on a web page We host, you must file Your claim of infringement with Our designated agent via mail at the address below.
By Mail:Carbonmade, Inc.
727 S Dearborn ST #512
Chicago, IL 60605
Alternatively, You may email Us with Your complaint of claimed infringement.
By Email: firstname.lastname@example.org.
You must provide the following information in your written complaint to us in order for it to be valid under the DMCA:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material.
- Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Elements 1-6 above are taken directly from 17 U.S.C. 512(c)(3). Please consult the DMCA for additional details on the information necessary for valid notification.
Please note: Misrepresentations and false accusations of copyright infringement may subject You to damages including, but not limited to, fees incurred in blocking material, court costs, and attorneys' fees.
Counter-notification response to Claims of Copyright Infringement
You may file a counter-notification with Our designated agent. All such responses must be submitted to the address listed above in this section and must contain the following:
- A physical or electronic signature of the subscriber.
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
- A statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
- The subscriber's name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the subscriber's address is outside of the United States, for any judicial district in which the service provider may be found, and that the subscriber will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.
Elements 1-4 above are taken directly from 17 U.S.C. 512(g)(3). Please consult the DMCA for additional details on the information necessary for valid notification.
Please note: Misrepresentations and false responses to claims of copyright infringement may subject You to damages including, but not limited to, fees incurred in blocking material, court costs, and attorneys’ fees.
As provided by the DMCA, after receipt of a valid counter-notification, We may restore or re-enable access to removed material.
Please contact us at any of the above addresses to report any other actual or potential violation of the Terms.
16. GENERAL INFORMATION.
- This constitutes the entire agreement between Us and You and governs Your use of the Service and supersedes any prior agreements between Us and You with respect to the Service.
- Nothing contained herein will be construed to constitute either party as a partner, employee or agent of the other party, nor will either party hold itself out as such. Neither party has any right or authority to incur any warranty, liability or obligation of any kind (express or implied) on behalf of the other party.
- The Terms and Other Policies will be governed by and construed in accordance with the laws of New York, without effect to its conflict of laws provisions. Any claims or legal proceeding arising out of or related to the Service will be brought solely in the state and federal courts located in New York, New York, and You hereby consent to the jurisdiction of such courts.
- Our failure to exercise or enforce any right or provision of the Terms or Other Policies shall not constitute a waiver of the right or provision. If any provision of the Terms or Other Policies is found by a court of competent jurisdiction to be invalid, then You agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and that the other provisions of the Terms and Other Policies remain in full force and effect.
- Performance by any party of any obligation hereunder shall be excused if and for so long as such breach or failure to perform is caused by a force majeure event, and prompt notice thereof has been given to the other party. If any party fails to perform any duty or obligation hereunder as a result of a force majeure event, such party shall be required to fulfill its obligations hereunder within a reasonable time after the force majeure event ceases to exist.