Terms of service
TERMS OF SERVICE
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ATTEMPTING TO USE THE SOFTWARE/WEBSITE.
This License Agreement (the “Agreement”) is a legal agreement between You (an entity or person) and ToddSantoro.com Designs, an Ohio LLC (“TSD”), TSD for use of the the Website (“Website”) to enable communications, education, tutorials, etc… (“Services”) as specified below. You may use the Website only for Your personal use and only on devices that You own or of which You are a user. By using this Website, installing, copying or otherwise using the Website, You agree to be bound by the terms of this Agreement.
IF YOU DO NOT AGREE TO THESE TERMS, TSD IS UNWILLING TO LICENSE THE SOFTWARE/WEBSITE TO YOU AND YOU SHOULD LEAVE THIS SITE NOW AND DISCONTINUE USE IN THE FUTURE.
YOU AGREE THAT YOUR USE OF THE SOFTWARE/WEBSITE ACKNOWLEDGES THAT YOU HAVE READ THIS LICENSE, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
1. LIMITED LICENSE. ToddSantoro.com Designs grants You a limited, revocable, non-exclusive, non-transferable license to use the Website to access Services for Your own individual use. You agree not to resell or make any commercial use of the Website. This license does not entitle You to receive from ToddSantoro.com Designs hard-copy documentation, or enhancements or updates to the Website.
2. LIMITATIONS ON USE. You may not modify, reverse engineer, decompile or disassemble the Website. You may not copy, adapt, alter, modify, translate, or create derivative works of the Website without written authorization of ToddSantoro.com Designs. You may not use the Website or the Services accessed thereby for the distribution of unsolicited advertisements and messages. You may not use the Website for illegal purposes or for the transmission of material that is unlawful, harassing, libelous, invasive of another’s privacy, abusive, threatening, obscene or that infringes the rights or intellectual property of others. You may not permit other individuals to use the Website, including but not limited to shared use via a network connection, except under the terms of this Agreement. You may not rent, lease, loan, sublicense, distribute, or otherwise transfer rights to the Website. You may not circumvent or disable any technological features or measures in the Website for protection of intellectual property rights. You may not remove any proprietary notices or labels on the Website. You may not use the Website in an attempt to, or in conjunction with, any device, program, or service designed to circumvent technological measures employed to control access to, or the rights in, a content file or other work protected by the copyright laws of any jurisdiction. Any such forbidden use shall immediately terminate Your license to the Website.
3. YOUR RESPONSIBILITIES. You are responsible for maintaining the confidentiality of Your username and password. You are fully responsible for activities that occur through use of Your account and agree to notify ToddSantoro.com Designs of any unauthorized use of Your account. ToddSantoro.com Designs will not be liable for any loss that You may incur as a result of someone else using Your username or password, either with or without Your knowledge. You are responsible for providing and maintaining all equipment necessary to use the Website and to access the Services. You will use the Website in a manner that complies with all applicable laws in the jurisdictions in which You use the Website.
Periodically, ToddSantoro.com Designs will issue mandatory Website updates. These mandatory Website updates will install automatically and will not request Your consent at the time of installation. Your acceptance of this Agreement supplies Your consent for all future mandatory Website update downloads and installations. If You intentionally prevent a mandatory Website update from downloading or installing, Your prevention will constitute a breach of this Agreement, and ToddSantoro.com Designs reserves the right to terminate Your Website license as defined in Section 4 of this Agreement.
IF YOU ARE USING THE SOFTWARE/WEBSITE ON A COMPANY PROVIDED PERSONAL COMPUTER, YOU ARE RESPONSIBLE FOR ENSURING THAT INSTALLATION OF THE SOFTWARE/WEBSITE COMPORTS WITH YOUR COMPANY’S INTERNAL POLICIES. NEITHER TSD NOR ANY OF ITS LICENSORS WILL BE LIABLE FOR ANY DAMAGES ASSOCIATED WITH INSTALLATION OR USE OF THE SOFTWARE/WEBSITE.
4. TERMINATION. ToddSantoro.com Designs may terminate Your Website license with or without cause at any time. Should You breach this Agreement or fail to comply with any term of this Agreement, Your right to use the Website shall terminate immediately and without notice. You may also terminate this Agreement by simply discontinuing use of the Website. Your obligation to pay accrued charges and fees shall survive any termination of this Agreement. In the event of any termination of this Agreement, the restrictions on Your use of the Website as set forth in Section 2 (“Limitations on Use”) shall survive such termination, and You agree to be bound by those terms.
5. NO WARRANTY. YOU ACKNOWLEDGE AND AGREE THAT THE SOFTWARE/WEBSITE AND ANY SOFTWARE/WEBSITE SECURITY FEATURES INCLUDED THEREIN ARE PROVIDED TO YOU ON AN “AS IS” BASIS, WITHOUT ANY WARRANTY OF ANY KIND. TSD AND ITS LICENSOR(S) EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NEITHER TSD NOR ANY OF ITS LICENSORS MAKES ANY WARRANTY THAT THE SOFTWARE/WEBSITE WILL MEET YOUR REQUIREMENTS, OR THAT THE SOFTWARE/WEBSITE WILL PROVIDE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TSD OR THROUGH THE SOFTWARE/WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN THAT EVENT, THEN WITH RESPECT TO ANY IMPLIED WARRANTIES, SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF DELIVERY OF THE SOFTWARE/WEBSITE. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHER RIGHTS, WHICH VARY FROM JURISDICTION TO JURISDICTION.
6. LIMITATION OF LIABILITY. YOUR SOLE REMEDY UNDER THIS AGREEMENT IS REPAIR OR REPLACEMENT OF THE SOFTWARE/WEBSITE. NEITHER TSD NOR ANY OF ITS LICENSORS IS LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES OR LOSSES RELATING TO THE SOFTWARE/WEBSITE, INCLUDING, WITHOUT LIMITATION, LOSS OF USE, PROFITS, GOODWILL, LOSS OF DATA, DATA FILES OR PROGRAMS THAT MAY HAVE BEEN STORED EVEN IF TSD SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES OR FOR ANY CLAIM BY ANY OTHER PARTY. FURTHER, IN NO EVENT SHALL TSD’S LIABILITY UNDER ANY PROVISION OF THIS LICENSE AGREEMENT EXCEED THE LICENSE FEE PAID TO TSD FOR THE SOFTWARE/WEBSITE AND DOCUMENTATION. THE PROVISIONS OF THIS AGREEMENT UNDER WHICH THE LIABILITY OF TSD IS EXCLUDED OR LIMITED, INCLUDING, WITHOUT LIMITATION, EXCLUSIONS OR LIMITATIONS RELATED TO INTENTIONAL ACTS BY TSD, SHALL NOT APPLY TO THE EXTENT THAT SUCH EXCLUSIONS OR LIMITATIONS ARE DECLARED ILLEGAL OR VOID UNDER THE LAWS APPLICABLE IN THE JURISDICTION.
7. PROPRIETARY RIGHTS. Title, ownership rights, and intellectual property rights in the Website shall remain in ToddSantoro.com Designs and/or its Licensors. You acknowledge such ownership and intellectual property rights and will not take any action to jeopardize, limit or interfere in any manner with ToddSantoro.com Designs and/or its Licensors’ ownership of or rights with respect to the Website. The Website is protected by copyright and other intellectual property laws of the United States and by international treaties. Title and related rights in the content accessed through the Website is the property of the applicable content owner and is protected by applicable law. The license granted under this Agreement gives You no rights to such content. You agree that any copies of the Website will contain the same proprietary notices, which appear on and in the Website. All rights not expressly granted herein are hereby reserved by ToddSantoro.com Designs.
8. INDEMNIFICATION. You agree to hold harmless, indemnify and defend ToddSantoro.com Designs, its officers, directors and employees, from and against any claims, losses, damages, fines and expenses (including attorneys’ fees and costs) arising out of or relating to Your use of the Website. Such claims may include that You have (i) viewed, downloaded, encoded, compressed, copied, transmitted or used in any other way any materials (other than materials provided by ToddSantoro.com Designs) in connection with the Website in violation of another party’s rights or in violation of any law, or (ii) violated any terms of this License Agreement. If You are importing the Website from the United States, You shall indemnify and hold ToddSantoro.com Designs harmless from and against any import and export duties or other claims arising from such importation.
9. U.S. GOVERNMENT RESTRICTED RIGHTS. The Website is considered to be “commercial computer software” pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Use, duplication or disclosure of the Website is subject to the restrictions set forth in DFAR Section 227.7202 for military agencies, and FAR Section 12.212 for civilian agencies, and in any successor regulations thereto.
10. EXPORTATION. You agree that You will not use, ship, transfer, export or re-export the Website and/or documentation into any country in violation of any United States export law or governmental regulation.
11. WAIVER OF JURY TRIAL. EACH OF THE PARTIES WAIVES ITS RIGHTS TO A TRIAL BY JURY OF ALL CLAIMS OR CAUSES OF ACTION (INCLUDING COUNTERCLAIMS) RELATED TO OR ARISING OUT OF THIS AGREEMENT BROUGHT BY EITHER PARTY AGAINST THE OTHER. THIS WAIVER WILL APPLY TO ANY SUBSEQUENT AMENDMENTS OF OR MODIFICATIONS TO THIS AGREEMENT. ALL ARBITRATION WILL OCCURE IN FRANKLIN COUNTY OHIO USA.
12. NO CLASS ACTIONS. All claims between the parties related to this Agreement will be litigated individually and the parties will not consolidate or seek class treatment for any claim, unless previously agreed to in writing by the parties.
13. GENERAL TERMS. This License Agreement shall constitute the complete and exclusive agreement between us, notwithstanding any variance with any other written instrument submitted by You, whether formally rejected by ToddSantoro.com Designs or not. The terms and conditions contained in this License Agreement may not be modified except in a writing duly signed by You and an authorized representative of ToddSantoro.com Designs. These Terms will be governed by and construed in accordance with the laws of the State of Ohio, without giving effect to its conflict of law provisions or Your actual state or country of residence. Both You and ToddSantoro.com Designs submit to personal jurisdiction in Ohio. ToddSantoro.com Designs’s Licensors shall be third party beneficiaries of this Agreement. If any provision of the Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. ToddSantoro.com Designs’s failure to act with respect to a breach by You or others does not waive ToddSantoro.com Designs’s right to act with respect to subsequent or similar breaches. The section titles in the Agreement are for convenience only and have no legal or contractual effect.
YOU HEREBY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.